INTERCONNECTION AGREEMENT UNDER SECTIONS 251 AND 252 OF THE
TELECOMMUNICATIONS ACT OF 1996
Dated as of October 2, 1998
by and between
XXXX ATLANTIC - VIRGINIA, INC.
and
FOCAL COMMUNICATIONS CORPORATION
OF VIRGINIA
INTERCONNECTION AGREEMENT UNDER SECTIONS 251 AND 252 OF THE
TELECOMMUNICATIONS ACT OF 1996
This Interconnection Agreement (this "Agreement"), under Sections 251 and
252 of the Telecommunications Act of 1996 (the "Act"), is effective as of the
2nd day of October, 1998 (the "Effective Date"), by and between Xxxx Atlantic -
Virginia, Inc. ("BA"), a Virginia corporation with offices at 000 Xxxx Xxxx
Xxxxxx, Xxxxxxxx, Xxxxxxxx 00000, and Focal Communications Corporation of
Virigina ("Focal"), a Virginia corporation with offices at 000 X. XxXxxxx
Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxxx 00000 (each a "Party" and, collectively,
the "Parties").
WHEREAS, Focal has requested that BA make available to Focal
Interconnection, service and unbundled Network Elements upon the same terms and
conditions as provided in the Interconnection Agreement (and amendments thereto)
between MFS Intelenet of Virginia, Inc. and BA, dated as of July 16, 1996
(revised as of July 29, 1997), for Virginia, approved by the Commission under
Section 252 of the Act (the "Separate Agreement") and attached as Appendix 1
hereto; and
WHEREAS, BA has undertaken to make such terms and conditions available to
Focal hereby only because and, to the extent required by, Section 252(i) of the
Act.
NOW, THEREFORE, in consideration of the mutual provisions contained herein
and other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, Focal and BA hereby agree as follows:
1.0 INCORPORATION OF APPENDICES BY REFERENCE
1.1 Except as expressly stated herein, the terms and conditions of the
Separate Agreement (as set forth in Appendix 1 hereto), as it is in effect on
the date hereof after giving effect to operation of law, and of the other
Appendices hereto are incorporated by reference in their entirety herein and
form an integral part of this Agreement.
1.2 References in Appendix 1 hereto to MFS Intelenet of Virginia, Inc. or
to MFS shall for purposes of this Agreement be deemed to refer to Focal.
1.3 References in Appendix 1 hereto to the "Effective Date", the date of
effectiveness thereof and like provisions shall for purposes of this Agreement
be deemed to refer to the date first written above. Unless terminated earlier in
accordance with the terms of Appendix 1 hereto, this Agreement shall continue in
effect until the Separate Agreement expires or is otherwise terminated.
1.4 The Joint Grooming Plan referred to in Section 10.1 of Appendix 1
hereto shall be developed upon the request of either Party within a reasonable
amount of time after receipt of such request.
1.5 Notwithstanding Section 27.5 of Appendix 1 hereto, at such time as BA
makes available the Performance Monitoring Reports set forth in the Memorandum
Opinion and Order adopted by the FCC on August 14, 1997 (the "FCC Merger Order")
to other Telecommunications Carriers purchasing Interconnection from BA, BA
shall provide Focal with the Performance Monitoring Reports applicable to Focal
in accordance with the requirements of said FCC Merger Order.
1.6 All notices, affidavits, exemption-certificates or other
communications to Focal under Section 29.6.6 of Appendix 1 hereto shall be sent
to the following address:
Focal Communications Corporation of the Mid - Atlantic
Attn: Corporate Tax Department
000 X. XxXxxxx Xxxxxx, Xxxxx 000
Xxxxxxx, Xxxxxxxx 00000
Facsimile: (000) 000-0000
Phone: (000) 000-0000
1.7 All notices, affidavits, exemption-certificates or other
communications to BA under Section 29.6.6 of Appendix 1 hereto shall be sent to
the following address:
Tax Administration
Xxxx Atlantic Corporation
1095 Avenue of the Americas
Xxxx 0000
Xxx Xxxx, Xxx Xxxx 00000
1.8 Notices to Focal under Section 29.10 of Appendix 1 hereto shall be
sent to the following address:
Focal Communications Corporation of the Mid - Atlantic
Attn: Senior Manager - Carrier Relations
000 X. XxXxxxx Xxxxxx, Xxxxx 000
Xxxxxxx, Xxxxxxxx 00000
Facsimile: (000) 000-0000
Phone: (000) 000-0000
1.9 Notices to BA under Section 29.10 of Appendix 1 hereto shall be sent
to the following address:
President - Telecom Industry Services
Xxxx Atlantic Corporation
1095 Avenue of the Americas
00/xx/ Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Facsimile: (000) 000-0000
2
with a copy to:
Xxxx Atlantic Network Services, Inc.
Attn: Xx. Xxxx X. Xxxxx,
Associate General Counsel
0000 X. Xxxxx Xxxxx Xxxx, 0/xx/ Xxxxx
Xxxxxxxxx, Xxxxxxxx 00000
Facsimile: (703) 974-O744
with a copy to:
Vice President and General Counsel
Xxxx Atlantic - Virginia, Inc.
000 Xxxx Xxxx Xxxxxx
00xx Xxxxx
Xxxxxxxx, Xxxxxxxx 00000
Facsimile: (000) 000-0000
1.10 Schedules 3.0 and 4.0 set forth at Appendix 2 hereto shall replace and
supersede in their entirety Schedules 3.0 and 4.0 of Appendix 1 hereto.
2.0 CLARIFICATIONS
2.1 The entry into, filing and performance by BA of this Agreement does
not in any way constitute a waiver by BA of any of the rights and remedies it
may have to seek review of any of the provisions of the Separate Agreement, or
to petition the Commission, other administrative body or court for
reconsideration or reversal of any determination made by any of them, or to seek
review in any way of any portion of this Agreement in connection with Focal's
election under Section 252(i) of the Act.
[Intentionally Left Blank]
3
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
executed as of this 2nd day of October, 1998.
FOCAL COMMUNICATIONS XXXX ATLANTIC-
CORPORATION OF VIRGINIA VIRGINIA, INC.
By: /s/ Xxxx X. Xxxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx
-------------------------- --------------------------------------
Printed: Xxxx X. Xxxxxxxx Printed: Xxxxxxx X. Xxxxxxx
--------------------- ---------------------------------
Title: E.V.P. - C.O.O. Title: Vice-President - Interconnection
----------------------- -----------------------------------
Services Policy & Planning
--------------------------
4
APPENDIX 1
INTERCONNECTION AGREEMENT UNDER SECTIONS 251 AND 252 OF THE
TELECOMMUNICATIONS ACT OF 1996
Dated as of July 16, 1996
by and between
XXXX ATLANTIC-VIRGINIA, INC.
and
MFS INTELENET OF VIRGINIA, INC.
TABLE OF CONTENTS
-----------------
PAGE
----
1.0 DEFINITIONS 2
2.0 INTERPRETATION AND CONSTRUCTION 10
3.0 INTERCONNECTION ACTIVATION DATES AND IMPLEMENTATION
SCHEDULE 11
4.0 INTERCONNECTION PURSUANT TO SECTION TO SECTION 251(c)(2) 11
4.1 Scope 12
4.2 Physical Architecture 13
4.3 Initial Architecture 13
4.4 Interconnection in Additional LATAs 14
4.5 Interconnection Points for Different Types of Traffic 15
5.0 TRANSMISSION AND ROUTING OF TELEPHONE EXCHANGE SERVICE
TRAFFIC PURSUANT TO SECTION 251(c)(2) 15
5.1 Scope of Traffic 15
5.2 Trunk Group Connections and Ordering 15
5.3 Additional Switching System Hierarchy and Trunking Requirements 15
5.4 Signaling 16
5.5 Grades of Service 16
5.6 Measurement and Billing 16
5.7 Reciprocal Compensation Arrangements -- Section 251(b)(5) 17
6.0 TRANSMISSION AND ROUTING OF EXCHANGE ACCESS TRAFFIC
PURSUANT TO 251(c)(2) 18
6.1 Scope of Traffic 18
6.2 Trunk Group Architecture and Traffic Routing 18
6.3 Meet-Point Billing Arrangements 19
6.4 800/888 Traffic 21
7.0 TRANSPORT AND TERMINATION OF OTHER TYPES OF TRAFFIC 22
7.1 Information Services Traffic 22
7.2 LSV/VCI Traffic 23
7.3 Transit Service 24
7.4 911/E911 Arrangements 25
7.5 Ancillary Traffic Generally 26
8.0 NUMBER RESOURCES, RATE CENTERS, AND RATING POINTS 26
i
9.0 NETWORK MAINTENANCE AND MANAGEMENT; OUTAGES 26
9.3 Interference or Impairment 28
9.4 Repeated or Willful Noncompliance 28
9.5 Outage Repair Standard 28
9.6 Notice of Changes -- Section 251(c)(5) 28
10.0 JOINT NETWORK RECONFIGURATION AND GROOMING PLAN AND
INSTALLATION, MAINTENANCE, TESTING AND REPAIR 28
10.1 Joint Network Reconfiguration and Grooming Plan 28
10.2 Installation, Maintenance, Testing and Repair 29
10.3 Forecasting Requirements for Trunk Provisioning 29
11.0 UNBUNDLED ACCESS -- SECTION 251(c)(3) 30
11.1 Unbundled Local Loop (ULL) Transmission Types 30
11.2 Port Types 31
11.3 Trunk Side Local Transport 32
11.4 Limitations on Unbundled Access 32
11.5 Availability of Other Network Elements on an Unbundled Basis 33
11.6 Provisioning of Unbundled Local Loops 33
11.7 Maintenance of Unbundled Local Loops 35
11.8 Rates and Charges 35
12.0 RESALE -- SECTIONS 251(c)(4)and 251(b)(1) 35
12.1 Availability of Retail Rates for Resale 35
12.2 Availability of Wholesale Rates for Resale 35
13.0 COLLOCATION -- SECTION 251(c)(6) 36
14.0 NUMBER PORTABILITY -- SECTION 251(b)(2) 37
14.1 Scope 37
14.2 Procedures for Providing INP Through Remote Call Forwarding 38
14.3 Procedures for Providing INP Through Direct Inward Dial Trunks
(Flex-DID) 39
14.4 Procedures for Providing LTNP Through Full NXX Code Migration 39
14.5 Receipt of Terminating Compensation on Traffic to INP'ed Numbers 39
14.6 Recovery of INP Costs Pursuant to FCC Order and Rulemaking 40
15.0 DIALING PARITY -- SECTION 251(b)(3) 41
16.0 ACCESS TO RIGHTS-OF-WAY -- SECTION 251(b)(4) 41
17.0 DATABASES AND SIGNALING 41
ii
18.0 COORDINATED SERVICE ARRANGEMENTS 42
18.1 Intercept and Referral Announcements 42
18.2 Coordinated Repair Calls 43
18.3 Customer Authorization 43
19.0 DIRECTORY SERVICES ARRANGEMENTS 43
19.1 Directory Listings and Directory Distributions 44
19.2 Yellow Page Maintenance 45
19.3 Service Information Pages 45
19.4 Directory Assistance (DA); Call Completion 46
20.0 COORDINATION WITH TARIFF TERMS 45
21.0 INSURANCE 46
22.0 TERM AND TERMINATION 47
23.0 DISCLAIMER OF REPRESENTATIONS AND WARRANTIES 48
24.0 CANCELLATION CHARGES 48
25.0 INDEMNIFICATION 48
26.0 LIMITATION OF LIABILITY 49
27.0 PERFORMANCE STANDARDS FOR SPECIFIED ACTIVITIES 50
27.1 Certain Definitions 50
27.2 Performance Standards 51
27.3 Limitations 51
27.4 Service Quality Standards 52
27.5 Records 52
28.0 COMPLIANCE WITH LAWS; REGULATORY APPROVAL 52
29.0 MISCELLANEOUS 53
29.1 Authorization 53
29.2 Independent Contractor 53
29.3 Force Majeure 53
29.4 Confidentiality 54
29.5 Choice of Law 55
29.6 Taxes 55
29.7 Assignment 57
29.8 Billing and Payment; Disputed Amounts 57
29.9 Dispute Resolution 58
29.10 Notices 59
iii
29.11 Section 252(i) Obligations 59
29.12 Joint Work Product 60
29.13 No Third Party Beneficiaries; Disclaimer of Agency 61
29.14 No License 61
29.15 Technology Upgrades 61
29.16 Survival 62
29.17 Entire Agreement 62
29.18 Counterparts 62
29.19 Modification, Amendment, Supplement or Waiver 62
29.20 Successors and Assigns 62
29.21 Publicity 62
LIST OF SCHEDULES AND EXHIBITS
------------------------------
Schedules
---------
Schedule 1.0 Certain Terms As Defined in the Act, As of July 16, 1996
Schedule 3.0 Implementation Schedule
Schedule 4.0 Interconnection Points in LATA
Schedule 4.2 Physical Architecture Diagram
Schedule 4.3 Initial Architecture Diagram
Schedule 4.5 Interconnection Points for Different Types of Traffic
Schedule 6.3 Rate Elements Under Meet Point Billing
Schedule 27.0 Performance Interval Dates for Specified Activities
Schedule 27.1 MFS Service Quality Standards
Exhibits
--------
Exhibit A Detailed Schedule of Itemized Charges
Exhibit B Network Element Bona Fide Request
Exhibit C Directory Assistance and Call Completion Services Agreement
iv
INTERCONNECTION AGREEMENT UNDER SECTIONS 251 AND 252 OF THE
TELECOMMUNICATIONS ACT OF 1996
This Interconnection Agreement under Sections 251 and 252 of the
Telecommunications Act of 1996, is effective as of the 16th day of July, 1996
(the "Effective Date"), by and between Xxxx Atlantic-Virginia, Inc. ("BA"), a
Virginia corporation with offices at 000 Xxxx Xxxx Xxxxxx, Xxxxxxxx, Xxxxxxxx
00000, and MFS Intelenet of Virginia, Inc. ("MFS"), a Delaware corporation with
offices at 00 Xxxxxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000.
WHEREAS, the Parties want to interconnect their networks at mutually agreed
upon points of interconnection to provide Telephone Exchange Services, Switched
Exchange Access Services, and other Telecommunications Services (all as defined
below) to their respective customers;
WHEREAS, the Parties are entering into this Agreement to set forth the
respective obligations of the Parties and the terms and conditions under which
the Parties will interconnect their networks and provide other services as
required by the Act (as defined below) and additional services as set forth
herein; and
WHEREAS, Sections 251, 252, and 271 of the Telecommunications Act of 1996
have specific requirements for interconnection, unbundling, and service resale,
commonly referred to as the "Checklist", and the Parties intend that this
Agreement meet those Checklist requirements.
NOW, THEREFORE, in consideration of the mutual provisions contained herein
and other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, MFS and BA hereby agree as follows:
This Agreement sets forth the terms, conditions and pricing under which BA
and MFS (individually, a "Party" and collectively, the "Parties") will offer and
provide to each other network Interconnection, access to Network Elements,
ancillary services, and wholesale Telecommunications Services available for
resale within each LATA in which they both operate within Virginia. As such,
this Agreement is an integrated package that reflects a balancing of interests
critical to the Parties. It will be submitted to the Virginia State Corporation
Commission and the Parties will specifically request that the Commission refrain
from taking any action to change, suspend or otherwise delay implementation of
the Agreement. So long as the Agreement remains in effect, neither Party shall
advocate before any legislative, regulatory, or other public forum that any term
of this Agreement be modified or eliminated, unless otherwise mutually agreed by
the Parties.
1
1.0 DEFINITIONS.
As used in this Agreement, the following terms shall have the meanings
specified below in this Section 1.0. For convenience of reference only, the
definitions of certain terms that are As Defined in the Act (as defined below)
are set forth on Schedule 1.0.
1.1 "Act" means the Communications Act of 1934 (47 U.S.C. 151 et. seq.) as
-- ---
amended by the Telecommunications Act of 1996, and as from time to time
interpreted in the duly authorized rules and regulations of the FCC or the
Commission.
1.2 "ADSL" or "Asymmetrical Digital Subscriber Line" means a transmission
technology which transmits an asymmetrical digital signal of up to 6 mbps to the
Customer and up to 640 kbps from the Customer.
1.3 [Reserved]
1.4 "Agreement" means this Interconnection Agreement under Sections 251
and 252 of the Act and all Exhibits and Schedules appended hereto.
1.5 "Ancillary Traffic," means all traffic that is destined for ancillary
services, or that may have special billing requirements, including but not
limited to the following: LSV/VCI, Directory Assistance, 911/E911, Operator
Services (call completion), 800/888 database query, LIDB, and information
services requiring special billing.
1.6 "As Defined in the Act" means as specifically defined by the Act and
as from time to time interpreted in the duly authorized rules and regulations of
the FCC or the Commission.
1.7 "As Described in the Act" means as described in or required by the Act
and as from time to time interpreted in the duly authorized rules and
regulations of the FCC or the Commission.
1.8 "Automatic Number Identification" or "ANI" means a Feature Group D
signaling parameter which refers to the number transmitted through a network
identifying the billing number of the calling party.
1.9 "Calling Party Number" or "CPN" is a Common Channel Signaling ("CCS")
parameter which refers to the number transmitted through a network identifying
the calling party.
1.10 "Central Office Switch" means a switch used to provide
Telecommunications Services, including, but not limited to:
(a) "End Office Switch" or "End Office" which is used to terminate
Customer station Loops for the purpose of interconnection to each other and to
trunks; and
2
(b) "Tandem Switch" or "Tandem Office" which is a switching entity
that is used to connect and switch trunk circuits between and among End Office
Switches and between and among End Office Switches and carriers' aggregation
points, points of termination, or points of presence. An "Access Tandem Office"
or "Access Tandem" is a Tandem Office with billing and recording capabilities
that is used to provide Switched Exchange Access Services.
A Central Office Switch may also be employed as a combination End
Office/Tandem Office Switch.
1.11 [Reserved]
1.12 "CLASS Features" means certain CCS-based features available to
Customers including, but not limited to: Automatic Call Back; Call Trace; Caller
Identification, and future offerings.
1.13 "Collocation" means an arrangement whereby one Party's (the
"Collocating Party") facilities are terminated in equipment necessary for
Interconnection or for access to Network Elements offered by the second Party on
an unbundled basis that has been installed and maintained at the premises of a
second Party (the "Housing Party"). For purposes of Collocation, the "premises"
of a Housing Party is limited to a Housing Party Wire Center, other mutually
agreed-upon locations of the Housing Party, or any other location for which
Collocation has been ordered by the FCC or Commission. Collocation may be
"physical" or "virtual". In "Physical Collocation," the Collocating Party
installs and maintains its own equipment in the Housing Party's premises. In
"Virtual Collocation," the Housing Party owns, installs, and maintains equipment
dedicated to use by the Collocating Party in the Housing Party's premises. BA
currently provides Collocation under terms, rates, and conditions as described
in tariffs on file or soon to be filed with the FCC and the Commission. Upon
request by either Party, BA and MFS will address the provision of additional
types of Collocation arrangements, including additional physical locations and
alternative utilizations of space and facilities.
1.14 "Commission" means the Virginia State Corporation Commission.
1.15 "Common Channel Signaling" or "CCS" means a method of transmitting
call set-up and network control data over a digital signaling network separate
from the public switched telephone network facilities that carry the actual
voice or data traffic of the call. "SS7" means the common channel out of band
signaling protocol developed by the Consultative Committee for International
Telephone and Telegraph ("CCITT") and the American National Standards Institute
("ANSI"). BA and MFS currently utilize this out-of-band signaling protocol.
"CCSAC" or "CCSAS" means the common channel signaling access connection or
service, respectively, which connects one Party's signaling point of
interconnection ("SPOI") to the other Party's STP for the exchange of SS7
messages.
3
1.16 "Competing Local Exchange Carrier" or "CLEC" means any Local Exchange
Carrier other than BA, operating as such in BA's certificated territory in
Virginia. MFS is or will shortly become a CLEC.
1.17 "Cross Connection" means a jumper cable or similar connection
provided pursuant to Collocation at the digital signal cross connect, Main
Distribution Frame or other suitable frame or panel between (i) the Collocating
Party's equipment and (ii) the equipment or facilities of the Housing Party.
1.18 "Customer" means a third-party residence or business subscriber to
Telecommunications Services provided by either of the Parties.
1.19 "Dialing Parity" is As Defined in the Act.
1.20 "Digital Signal Level" means one of several transmission rates in the
time-division multiplex hierarchy.
1.21 "Digital Signal Level 0" or "DS0" means the 64 Kbps zero-level signal
in the time-division multiplex hierarchy.
1.22 "Digital Signal Level 1" or "DS1" means the 1.544 Mbps first-level
signal in the time-division multiplex hierarchy. In the time-division
multiplexing hierarchy of the telephone network, DS1 is the initial level of
multiplexing.
1.23 "Digital Signal Level 3" or "DS3" means the 44.736 Mbps third-level
in the time-division multiplex hierarchy. In the time-division multiplexing
hierarchy of the telephone network, DS3 is defined as the third level of
multiplexing.
1.24 "Exchange Access" is As Defined in the Act.
1.25. "Exchange Message Record" or "EMR" means the standard used for
exchange of telecommunications message information among Local Exchange Carriers
for billable, non-billable, sample, settlement, and study data. EMR format is
contained in BR-010-200-010 XXXX Exchange Message Record, a Xxxx Communications
Research, Inc. ("Bellcore") document that defines industry standards for
Exchange Message Records.
1.26 [Reserved]
1.27 "FCC" means the Federal Communications Commission.
1.28 "HDSL" or "High-Bit Rate Digital Subscriber Line" means a
transmission technology which transmits up to 784 kbps simultaneously in both
directions on a two-wire channel using a 2 Binary / 1 Quartenary ("2B1Q") line
code.
4
1.29 "Independent Telephone Company" or "ITC" means any entity other than
BA which, with respect to its operations within Virginia, is an "Incumbent Local
Exchange Carrier" As Described in the Act.
1.30 "Information Service Traffic" means Local Traffic or IntraLATA Toll
Traffic which originates on a Telephone Exchange Service line and which is
addressed to an information service provided over a Party's information services
platform.
1.31 "Integrated Digital Loop Carrier" means a subscriber loop carrier
system which integrates within the switch at a DSI level that is twenty-four
(24) loop transmission paths combined into a 1.544 Mbps digital signal.
1.32. "Integrated Services Digital Network" or "ISDN" means a switched
network service providing end-to-end digital connectivity for the simultaneous
transmission of voice and data. Basic Rate Interface-ISDN ("BRI-ISDN") provides
for digital transmission of two 64 kbps bearer channels and one 16 kbps data and
signaling channel (2B+D). Primary Rate Interface-ISDN ("PRI-ISDN") provides for
digital transmission of twenty three (23) 64 kbps bearer channels and one 16
kbps data and signaling channel (23 B+D).
1.33 "Interconnection" is as Described in the Act, and means the
connection of separate pieces of equipment or transmission facilities within,
between, or among networks. The architecture of Interconnection may include, but
is not limited to, Collocation Arrangements, entrance facilities, and Mid-Span
Meet arrangements.
1.34 "Interexchange Carrier" or "IXC" means a carrier that provides,
directly or indirectly, interLATA or intraLATA Telephone Toll Services.
1.35 "Interim Number Portability" or "INP" means the use of existing and
available call routing, forwarding, and addressing capabilities (e.g. remote
call forwarding) to enable a Customer to receive Telephone Exchange Service
provided by any Local Exchange Carrier operating within the exchange area with
which the Customer's telephone number(s) is associated, without having to change
the telephone number presently assigned to the Customer and regardless of
whether the Customer's chosen Local Exchange Carrier is the carrier that
originally assigned the number to the Customer.
1.36 "InterLATA" is As Defined in the Act.
1.37 "IntraLATA Toll Traffic" means those intraLATA calls that are not
defined as Local Traffic in this Agreement.
1.38 "Line Side" means an End Office Switch connection that provides
transmission, switching and optional features suitable for Customer connection
to the public switched network, including loop start supervision, ground start
supervision, and signaling for basic rate ISDN service.
5
1.39. "Line Status Verification" or "LSV" means an operator request for a
status check on the line of a called party. The request is made by one Party's
operator to an operator of the other Party. The verification of the status check
is provided to the requesting operator.
1.40 "Local Access and Transport Area" or "LATA" is As Defined in the Act.
1.41 "Local Exchange Carrier" or "LEC" is As Defined in the Act. The
Parties to this Agreement are or will shortly become Local Exchange Carriers.
1.42. "Local Serving Wire Center" means a Wire Center that (i) serves the
area in which the other Party's or a third party's Wire Center, aggregation
point, point of termination, or point of presence is located, or any Wire Center
in the LATA in which the other Party's Wire Center, aggregation point, point of
termination or point of presence is located in which the other Party has
established a Collocation Arrangement or is purchasing an entrance facility, and
(ii) has the necessary multiplexing capabilities for providing transport
services.
1.43 "Local Telephone Number Portability" or "LTNP" means "number
portability" As Defined in the Act.
1.44 "Local Traffic," means traffic that is originated by a Customer of
one Party on that Party's network and terminates to a Customer of the other
Party on that other Party's network, within a given local calling area, or
expanded area service ("EAS") area, as defined in BA's effective Customer
tariffs. Local Traffic does not include traffic originated or terminated by a
commercial mobile radio service carrier.
1.45. "Main Distribution Frame" or "MDF" means the primary point at which
outside plant facilities terminate within a Wire Center, for interconnection to
other telecommunications facilities within the Wire Center.
1.46. "MECAB" means the Multiple Exchange Carrier Access Billing (MECAB)
document prepared by the Billing Committee of the Ordering and Billing Forum
("OBF"), which functions under the auspices of the Carrier Liaison Committee
("CLC") of the Alliance for Telecommunications Industry Solutions ("ATIS"). The
MECAB document, published by Bellcore as Special Report SR-BDS-000983, contains
the recommended guidelines for the billing of an Exchange Access service
provided by two or more LECs, or by one LEC in two or more states, within a
single LATA.
1.47 "MECOD" means the Multiple Exchange Carriers Ordering and Design
(MECOD) Guidelines for Access Services - Industry Support Interface, a document
developed by the Ordering/Provisioning Committee under the auspices of OBF. The
MECOD document, published by Bellcore as Special Report SR-STS-002643,
establishes methods for processing orders for Exchange Access service which is
to be provided by two or more LECs.
1.48 "Meet-Point Billing" or "MPB" means an arrangement whereby two or
more LECs jointly provide to a third party the transport element of a Switched
Exchange Access Service to one
6
of the LECs' End Office Switches, with each LEC receiving an appropriate share
of the transport element revenues as defined by their effective Exchange Access
tariffs. "Meet-Point Billing Traffic" means traffic that is subject to an
effective Meet-Point Billing arrangement.
1.49. "Mid-Span Meet" means an Interconnection architecture whereby two
carriers' fiber transmission facilities meet at a mutually agreed-upon
Interconnection point.
1.50 "Multiple Xxxx/Single Tariff" or "Multiple Xxxx/Multiple Tariff"
means the MPB method whereby each LEC prepares and renders its own meet point
xxxx in accordance with its own Tariff(s) for the portion of the jointly-
provided Switched Exchange Access Service which the LEC provides.
1.51 "Network Element" is As Defined in the Act.
1.52 "Network Element Bona Fide Request" means the process described on
Exhibit B that prescribes the terms and conditions relating to a Party's request
that the other Party provide a Network Element not otherwise provided by the
terms of this Agreement.
1.53 "North American Numbering Plan" or "NANP" means the numbering plan
used in the United States that also serves Canada, Bermuda, Puerto Rico and
certain Caribbean Islands. The NANP format is a 10-digit number that consists of
a 3-digit NPA code (commonly referred to as the area code), followed by a 3-
digit NXX code and 4-digit line number.
1.54. "Numbering Plan Area" or "NPA" is also sometimes referred to as an
area code. There are two general categories of NPAs, "Geographic NPAs" and "Non-
Geographic NPAs." A Geographic NPA is associated with a defined geographic
area, and all telephone numbers bearing such NPA are associated with services
provided within that geographic area. A Non-Geographic NPA, also known as a
"Service Access Code" or "SAC Code," is typically associated with a specialized
telecommunications service which may be provided across multiple geographic NPA
areas; 800, 900, 700, 500 and 888 are examples of Non-Geographic NPAs.
1.55 "NXX," "NXX Code," or "End Office Code" means the three digit switch
entity indicator (i.e. the first three digits of a seven digit telephone
number).
1.56 "Permanent Number Portability" or "PNP" means the use of a database
or other technical solution that comports with regulations issued by the FCC to
provide LTNP for all customers and service providers.
1.57 "Port Element" or "Port" means a line card (or equivalent) and
associated peripheral equipment on an End Office Switch which serves as the
Interconnection between individual loops or individual Customer trunks and the
switching components of an End Office Switch and the associated switching
functionality in that End Office Switch. Each Port is typically associated with
one (or more) telephone number(s) which serves as the Customer's network
address.
7
1.58 "Rate Center Area" or "Exchange Area" means the specific geographic
point and corresponding geographic area which has been identified by a given LEC
as being associated with a particular NPA-NXX code assigned to the LEC for its
provision of Telephone Exchange Services. The Rate Center Area is the exclusive
geographic area which the LEC has identified as the area within which it will
provide Telephone Exchange Services bearing the particular NPA-NXX designation
associated with the specific Rate Center Area. A "Rate Center Point" is a
specific geographic point, defined by a V&H coordinate, located within the Rate
Center Area and used to measure distance for the purpose of billing Customers
for distance-sensitive Telephone Exchange Services and Toll Traffic.
1.59 "Rate Demarcation Point" means the point of minimum penetration at
the Customer's premises or other point, as defined in a Party's Tariffs, where
network access recurring charges and LEC responsibility ends and beyond which
Customer responsibility begins.
1.60 "Rating Point" or "Routing Point" means a specific geographic point
identified by a specific V&H coordinate. The Rating Point is used to route
inbound traffic to specified NPA-NXXs and to calculate mileage measurements for
distance-sensitive transport charges of switched access services. Pursuant to
Bellcore Practice BR-795-100-100, the Rating Point may be an End Office
location, or a "LEC Consortium Point of Interconnection." Pursuant to that same
Bellcore Practice, examples of the latter shall be designated by a common
language location identifier (CLLI) code with (x)KD in positions 9, 10, 11,
where (x) may be any alphanumeric A-Z or 0-9. The Rating Point/Routing Point
must be located within the LATA in which the corresponding NPA-NXX is located.
However, the Rating Point/Routing Point associated with each NPA-NXX need not be
the same as the corresponding Rate Center Point, nor must it be located within
the corresponding Rate Center Area, nor must there be a unique and separate
Rating Point corresponding to each unique and separate Rate Center.
1.61 "Reciprocal Compensation" is As Described in the Act, and refers to
the payment arrangements that recover costs incurred for the transport and
termination of Local Traffic originating on one Party's network and terminating
on the other Party's network.
1.62 "Service Control Point" or "SCP" means the node in the common channel
signaling network to which informational requests for service handling, such as
routing, are directed and processed. The SCP is a real time database system
that, based on a query from a service switching point and via a Signaling
Transfer Point, performs subscriber or application-specific service logic, and
then sends instructions back to the SSP on how to continue call processing.
1.63 "Signaling Transfer Point" or "STP" means a specialized switch that
provides SS7 network access and performs SS7 message routing and screening.
1.64 "Switched Access Detail Usage Data" means a category 1101XX record
as defined in the EMR Bellcore Practice BR-010-200-010.
1.65 "Switched Access Summary Usage Data" means a category 1150XX record
as defined in the EMR Bellcore Practice BR-0l0-200-0l0.
8
1.66 "Switched Exchange Access Service" means the offering of transmission
and switching services for the purpose of the origination or termination of Toll
Traffic. Switched Exchange Access Services include but may not be limited to:
Feature Group A, Feature Group B, Feature Group D, 700 access, 800 access, 888
access, and 900 access.
1.67 "Synchronous Optical Network" or "SONET" means an optical interface
standard that allows inter-networking of transmission products from multiple
vendors. The base rate is 51.84 Mbps (OC-l/STS-l) and higher rates are direct
multiples of the base rate, up to 13.22 Gpbs.
1.68 "Tariff" means any applicable federal or state tariff of a Party, or
standard agreement or other document that sets forth the generally available
terms and conditions under which a Party offers a particular service, facility,
or arrangement.
1.69 "Technically Feasible Point" is As Described in the Act.
1.70 "Telecommunications" is As Defined in the Act.
1.71 "Telecommunications Act" means the Telecommunications Act of 1996 and
any rules and regulations promulgated thereunder.
1.72 "Telecommunications Carrier" is As Defined in the Act.
1.73 "Telecommunications Service" is As Defined in the Act.
1.74 "Telephone Exchange Service," sometimes also referred to as "Exchange
Service," is As Defined in the Act. Telephone Exchange Service generally
provides the Customer with a telephonic connection to, and a unique telephone
number address on, the public switched telecommunications network, and enables
such Customer to place or receive calls to all other stations on the public
switched telecommunications network.
1.75. "Toll Traffic" means traffic that is originated by a Customer of one
Party on that Party's network and terminates to a Customer of the other Party on
that Party's network and is not Local Traffic or Ancillary Traffic. Toll Traffic
may be either "IntraLATA Toll Traffic" or "InterLATA Toll Traffic," depending on
whether the originating and terminating points are within the same LATA.
1.76 "Transit Traffic" means any traffic that originates from or
terminates at MFS's network, "transits" BA's network substantially unchanged,
and terminates to or originates from a third carrier's network, as the case may
be. "Transit Traffic Service" provides MFS with the ability to use its
connection to a BA Access Tandem Switch for the delivery of calls which
originate or terminate with MFS and terminate to or originate from a carrier
other than BA, such as another CLEC, a LEC other than BA, or a wireless carrier.
In these cases, neither the originating nor terminating Customer is a Customer
of BA. This service is provided through BA's Access Tandem
9
Switches. "Transit Traffic" and "Transit Traffic Service" do not include or
apply to traffic that is subject to an effective Meet-Point Billing arrangement.
1.77 "Trunk Side" means a Central Office Switch connection that is capable
of, and has been programmed to treat the circuit as, connecting to another
switching entity (e.g. another carrier's network). Trunk Side connections offer
those transmission and signaling features appropriate for the connection of
switching entities.
1.78 "Unbundled Local Loop Element" or "ULL" means a transmission path
that extends from a Main Distribution Frame, DSX-panel, or functionally
comparable piece of equipment in the Customer's serving End Office to the Rate
Demarcation Point (or network interface device (NID) if installed) in or at a
Customer's premises. The actual loop transmission facilities used to provide an
ULL may utilize any of several technologies.
1.79 "Verification with Call Interruption" or "VCI" means a service that
may be requested and provided when Line Status Verification has determined that
a line is busy due to an ongoing call. VCI is an operator interruption of that
ongoing call to inform the called party that a calling party is seeking to
complete his or her call to the called party.
1.80 "Voice Grade" means either an analog signal of 300 to 3000 Hz or a
digital signal of 56/64 kilobits per second. When referring to digital voice
grade service (a 56/64 kbps channel), the terms "DS-0" or "sub-DS-1" may also be
used.
1.81 "Wire Center" means a building or portion thereof in which a Party
has the exclusive right of occupancy and which serves as a Routing Point for
Switched Exchange Access Service.
2.0 INTERPRETATION AND CONSTRUCTION.
2.1 All references to Sections, Exhibits and Schedules shall be deemed to
be references to Sections of, and Exhibits and Schedules to, this Agreement
unless the context shall otherwise require. The headings used in this Agreement
are inserted for convenience of reference only and are not intended to be a part
of or to affect the meaning of this Agreement. Unless the context shall
otherwise require, any reference to any agreement, other instrument (including
BA or other third party offerings, guides or practices), statute, regulation,
rule or tariff is to such agreement, instrument, statute, regulation, or rule or
tariff as amended and supplemented from time to time (and, in the case of a
statute, regulation, rule or tariff, to any successor provision).
2.2 Subject to the terms set forth in Section 20, each Party hereby
incorporates by reference those provisions of its tariffs that govern the
provision of any of the services or facilities provided hereunder. If any
provision of this Agreement and an applicable tariff cannot be reasonably
construed or interpreted to avoid conflict, the Parties agree to negotiate in
good faith to reconcile and resolve such conflict. If any provision contained in
this main body of the Agreement and any Exhibit hereto cannot be reasonably
construed or interpreted to avoid conflict, the
10
provision contained in this main body of the Agreement shall prevail. The fact
that a condition, right, obligation, or other term appears in this Agreement but
not in any such tariff shall not be interpreted as, or be deemed grounds for
finding, a conflict for purposes of this Section 2.
3.0 INTERCONNECTION ACTIVATION DATES AND IMPLEMENTATION SCHEDULE.
3.1 Subject to the terms and conditions of this Agreement, each Party
shall exercise its best efforts to adhere to the Interconnection Activation
Dates and Network Implementation Schedule set forth in Schedule 3.0, and to
provide fully operational service predominantly over its own Telephone Exchange
Service facilities to business and residential Customers upon the achievement of
the milestones in said Schedule for each listed LATA in Virginia. For purposes
of this Agreement, MFS's service in Virginia shall be considered provided
"predominantly over its own Telephone Exchange Service facilities" if MFS uses
its own Central Office Switch(es) (as opposed to resale of another carrier's
Telephone Exchange Service or Ports) to serve the majority of its Telephone
Exchange Service Customers, its own interoffice transport facilities for the
majority of its interoffice transport needs, and its own local loops (or
functional equivalent), in addition to resale of other carriers' Telephone
Exchange Service or ULLs, to serve its Telephone Exchange Service Customers.
3.2 Schedule 3.0 may be revised and supplemented from time to time upon
the mutual agreement of the Parties to reflect the intention of the Parties to
interconnect in additional LATAs pursuant to subsection 4.4 by attaching one or
more supplementary schedules to Schedule 3.0. The Parties stipulate and agree
that the performance of the terms of this Agreement will satisfy BA's obligation
to provide Interconnection under Section 251 of the Act, and the requirements of
the Competitive Checklist, under Section 271 of the Act. MFS represents that it
is, or intends to become, a provider of Telephone Exchange Service to
residential and business subscribers offered exclusively over its own Telephone
Exchange Service facilities or predominantly over its own Telephone Exchange
Service facilities in combination with the resale of the Telecommunications
Services of other carriers.
4.0 INTERCONNECTION PURSUANT TO SECTION 251(C)(2)
The types of Traffic to be exchanged under this Agreement shall be Local
Traffic, IntraLATA Toll (and InterLATA Toll, as applicable) Traffic, Transit
Traffic, Meet Point Billing Traffic, and Ancillary Traffic. Subject to the terms
and conditions of this Agreement, Interconnection of the Parties facilities and
equipment for the transmission and routing of Local Traffic and Toll Traffic
pursuant to this Section 4 shall be established on or before the corresponding
"Interconnection Activation Date" shown for each such LATA within Virginia on
Schedule 3.0. Both Schedule 3.0 and Schedule 4.0 may be revised and supplemented
from time to time upon the mutual agreement of the Parties to reflect
Interconnection in additional LATAs
11
in Virginia pursuant to subsection 4.4 by attaching one or more supplementary
addenda to such Schedules.
4.1 SCOPE
4.1.1 Section 4 describes the architecture for Interconnection of the
Parties' facilities and equipment over which the Parties shall configure the
following separate and distinct trunk groups:
Traffic Exchange Trunks for the transmission and routing of
-----------------------
terminating Local Traffic and IntraLATA Toll Traffic between their
respective Telephone Exchange Service customers pursuant to Section
251 (c)(2) of the Act, in accordance with Section 5 below;
Access Toll Connecting Trunks for the transmission and routing of
-----------------------------
Exchange Access traffic between MFS Telephone Exchange Service
customers and purchasers of BA's Switched Exchange Access Service via
a BA Access Tandem, pursuant to Section 251 (c)(2) of the Act, in
accordance with Section 6 below;
Information Services Trunks for the transmission and routing of
---------------------------
terminating Information Services Traffic in accordance with Section 7
below;
LSV/VCI Trunks for the transmission and routing of terminating LSV/VCI
--------------
traffic, in accordance with Section 7 below;
911/E911 Trunks for the transmission and routing of terminating E911/
---------------
911 traffic, in accordance with Section 7 below;
Directory Assistance Trunks for the transmission and routing of
---------------------------
terminating directory assistance traffic, in accordance with
subsection 19.4 below; and
Operator services (call completion) Trunks for the transmission and
------------------------------------------
routing of terminating call completion traffic, in accordance with
subsection 19.4 below.
4.1.2 The SONET interconnection arrangement described in subsection
4.2 shall be (i) used only for the termination of Local Traffic and IntraLATA
Toll Traffic until such time as the Parties have agreed to appropriate
compensation arrangements relating to the exchange of other types of traffic
over such system, and (ii) subject to the Parties' reaching agreement on an
appropriate compensation arrangement in the event either Party will be providing
or utilizing (in terms of minutes of use) significantly more than one-half of
the SONET facility. Unless otherwise agreed to by the Parties, the SONET system
described herein shall not be used to exchange InterLATA Toll Traffic. Until the
SONET system has been established by the Parties in accordance with subsection
4.3 and this subsection 4.1.2, the Parties agree to adopt an initial
interconnection architection for the exchange of Local Traffic and Toll
(IntraLATA and InterLATA) Traffic.
12
4.1.3 To the extent required by Section 251 of the Act, the Parties
represent that the arrangements provided in subsections 4.2 and 4.3 of this
Agreement provide for Interconnection to each other's networks at any
technically feasible point. For the purposes of this Agreement, the Parties
agree that Interconnection for the transport and termination of traffic may take
place, in the case of BA, at a terminating End Office, an Access Tandem, a Local
Serving Wire Center and/or other points as specified herein, and, in the case of
MFS, at a node or Central Office and/or other points as specified herein
(collectively, the "Interconnection Points" or "IPs").
4.1.4 The Parties shall establish physical interconnection points at
the available IPs at the locations designated in Schedule 4.0. The mutually
agreed-upon IPs on the MFS network at which MFS will provide transport and
termination of traffic shall be designated as the MFS Interconnection Points
("M-IPs"); the mutually agreed-upon IPs on the BA network shall be designated as
the BA Interconnection Points ("BA-IPs"), provided that, for the purpose of
charging for the transport of traffic from the BA-IP to the M-IP in any given
LATA, the M-IP shall be no further than an entrance facility away from the BA-IP
in such LATA. The Parties may by mutual agreement establish additional
interconnection points at any technically feasible points consistent with the
Act.
4.2 PHYSICAL ARCHITECTURE. In each LATA identified on Schedule 4.0, MFS
and Xxxx Atlantic shall jointly engineer and operate a diverse Synchronous
Optical Network ("SONET") transmission system by which they shall interconnect
their networks pursuant to the joint network reconfiguration and grooming plan
specified in subsection 10.1 ("Joint Grooming Plan"), and according to the
following specifications:
4.2.1 The SONET system shall be used to deliver appropriate traffic
to a mutually agreed-upon Interconnection Point on each Party's network.
4.2.2 The SONET transmission system in each LATA shall be configured
substantially as illustrated in Schedule 4.2 and pursuant to the Joint Grooming
Plan, or as otherwise mutually agreed. The Parties shall agree upon which Party
or Parties shall be responsible for procuring, installing, and maintaining the
agreed-upon Optical Line Terminating Multiplexor ("OLTM") equipment, fiber optic
facilities and other equipment pursuant to the Joint Grooming Plan, as
illustrated in that Schedule.
4.2.3 The physical interface of MFS's and BA's facilities necessary
to effect SONET transmission shall be at the optical level via a Mid-Span Meet
or other comparable means, or as otherwise mutually agreed.
4.3 INITIAL ARCHITECTURE
4.3.1 The Parties agree to provide initial interconnection
arrangements utilizing electrical handoffs, substantially as illustrated in
Schedule 4.3, for a period of no more than
13
eighteen (18) months after the later of the Effective Date and the LATA Start
Date set forth for the LATA in Schedule 3.0; provided, however, that such
initial interconnection arrangements shall continue until (i) facilities
suitable for the SONET arrangements described in subsection 4.2 are established
by each of the Parties in its own sole discretion in the LATA at the mutually
agreed-upon SONET meet points and made available, and (ii) the Parties have
agreed upon fully compatible OLTM equipment for use with such facilities.
4.3.2 The Parties agree to utilize the M-IP and BA-IP in each LATA as
designated in Schedule 4.0 as the points from which each Party will provide the
transport and termination of traffic.
4.3.3 MFS shall provide its own facilities for the delivery of
traffic to a collocation arrangement established at the BA-IP pursuant to
Section 13. Xxxx Atlantic shall provide transport and termination of the traffic
beyond the BA-IP.
4.3.4 BA shall purchase an MFS entrance facility (and any necessary
multiplexing) from the BA-IP to the M-IP for the delivery of traffic to the
M-IP. Alternatively, BA may choose to provide its own facilities to a
collocation arrangement established at the M-IP pursuant to Section 13. MFS
shall provide transport and termination of the traffic beyond the M-IP.
4.3.5 Under this initial architecture described in this subsection
4.3, either Party may utilize the Traffic Exchange Trunks for the termination of
its InterLATA Toll Traffic in accordance with the terms contained in Section 5
below and pursuant to the other Party's Switched Exchange Access Service
tariffs. The other Party's Switched Exchange Access Service rates shall apply to
such Traffic. Such InterLATA Toll Traffic may not be routed over the trunk
groups under the SONET architecture described in subsection 4.2, however, unless
specifically agreed to by the Parties.
4.4 INTERCONNECTION IN ADDITIONAL LATAS
4.4.1 If MFS determines to offer Telephone Exchange Services in any
LATA not listed in Schedule 3.0 in which BA also offers Telephone Exchange
Services, MFS shall provide written notice to BA of the need to establish
Interconnection in such LATA pursuant to this Agreement.
4.4.2 The notice provided in subsection 4.4.1 shall include (i) the
initial Routing Point MFS has designated in the new LATA; (ii) MFS's requested
Interconnection Activation Date (and related milestone dates in accordance with
the format in Schedule 3.0); and (iii) a non-binding forecast of MFS's trunking
requirements.
4.4.3 Unless otherwise agreed to by the Parties, the Parties shall
designate the Wire Center MFS has identified as its initial Routing Point in the
LATA as the M-IP in that LATA and shall designate a mutually agreed BA Local
Serving Wire Center that houses an Access Tandem Office within the LATA nearest
to the M-IP (as measured in airline miles
14
utilizing the V&H coordinates method) as the BA-IP in that LATA, provided that,
for the purpose of charging for the transport of traffic from the BA-IP to the
M-IP, the M-IP shall be no further than an entrance facility away from the
BA-IP.
4.4.4 The Parties shall agree upon an addendum to Schedule 3.0 to
reflect the schedule applicable to each new LATA requested by MFS; provided,
however, that unless agreed by the Parties, the Interconnection Activation Date
in a new LATA shall not be earlier than forty-five (45) days after receipt by BA
of all complete and accurate trunk orders and routing information. Within ten
(10) business days of BA's receipt of MFS's notice, BA and MFS shall confirm the
BA-IP, the M-IP and the Interconnection Activation Date for the new LATA by
attaching an addendum to Schedule 3.0.
4.5 INTERCONNECTION POINTS FOR DIFFERENT TYPES OF TRAFFIC. Each Party
shall make available Interconnection Points and facilities for routing of
traffic from those Interconnection Points as designated in Schedule 4.5. Any
additional traffic that is not covered in Schedule 4.5 shall be subject to
separate negotiations between the Parties, except that (i) either Party may
deliver traffic of any type or character to the other Party for termination as
long as the delivering Party pays the receiving Party's then current Switched
Exchange Access rates for such traffic, and (ii) upon a bona fide request from
---- ----
either Party, the Parties will exercise all reasonable efforts to conclude an
agreement covering the exchange of such traffic.
5.0 TRANSMISSION AND ROUTING OF TELEPHONE EXCHANGE SERVICE TRAFFIC PURSUANT TO
SECTION 251(c)(2)
5.1 SCOPE OF TRAFFIC. Section 5 prescribes parameters for trunk groups
(the "Traffic Exchange Trunks") to be effected over the Interconnections
specified in Section 4.0 for the transmission and routing of Local Traffic and
IntraLATA Toll Traffic between the Parties' respective Telephone Exchange
Service Customers.
5.2 TRUNK GROUP CONNECTIONS AND ORDERING
5.2.1 Trunk group connections will be made at a DS-l level or higher
for exchange of Local and Toll Traffic. Higher speed connections shall be made,
when and where available, in accordance with the Joint Grooming Plan prescribed
in Section 10. Ancillary Traffic trunk groups may be made below a DS-l level, as
may be agreed to by the Parties.
5.2.2 Each Party will identify its Carrier Identification Code, a
three or four digit numeric obtained from Bellcore, to the other Party when
ordering a trunk group.
5.3 ADDITIONAL SWITCHING SYSTEM HIERARCHY AND TRUNKING REQUIREMENTS
5.3.1 For purposes of routing MFS traffic to BA, the subtending
arrangements between BA Access Tandem Switches and BA End Office Switches shall
be the same as the Access Tandem/End Office subtending arrangements BA maintains
for the routing of its own or
15
other carriers' traffic. For purposes of routing BA traffic to MFS, the
subtending arrangements between MFS Access Tandem Switches (or functional
equivalent) and MFS End Office Switches (or functional equivalent) shall be the
same as the Access Tandem/End Office subtending arrangements (or functional
equivalent) which MFS maintains for the routing of its own or other carriers'
traffic.
5.4 SIGNALING
Each Party will provide the other Party with access to its databases and
associated signaling necessary for the routing and completion of the other
Party's traffic in accordance with the provisions contained in Section 17 below.
5.5 GRADES OF SERVICE
The Parties shall initially engineer and shall jointly monitor and enhance
all trunk groups consistent with the Joint Grooming Plan as set forth in Section
10.
5.6 MEASUREMENT AND BILLING
5.6.1 For billing purposes, each Party shall pass Calling Party
Number ("CPN") information on each call carried over the Traffic Exchange
Trunks, wherever technically feasible. At such time as either Party has the
ability, as the Party receiving the traffic, to use such CPN information to
classify on an automated basis traffic delivered by the other Party as either
Local Traffic or Toll Traffic, such receiving Party shall xxxx the originating
Party the Local Traffic termination rates, Intrastate Exchange Access rates, or
Interstate Exchange Access rates applicable to each minute of Traffic for which
CPN is passed, as provided in Exhibit A and applicable Tariffs.
5.6.2 If, under the circumstances set forth in subsection 5.6.1. it
is not technically feasible for the originating Party to pass CPN on up to ten
percent (10%) of calls, the receiving Party shall xxxx the originating Party the
Local Traffic termination rates, Intrastate Exchange Access rates, or Interstate
Exchange Access rates applicable to each minute of traffic, as provided in
Exhibit A and applicable Tariffs, for which CPN is passed. For the remaining up
to ten percent (10%) of calls without CPN information, the receiving Party shall
xxxx the originating Party for such traffic as Local Traffic termination rates,
Intrastate Exchange Access rates, or Interstate Exchange Access rates applicable
to each minute of traffic, as provided in Exhibit A and applicable Tariffs, in
direct proportion to the minutes of use of calls passed with CPN information.
5.6.3 If it is not technically feasible for the originating Party to
pass CPN on more than ten percent (10%) of calls, or if the receiving Party
lacks the ability to use CPN information to classify on an automated basis
traffic delivered by the other Party as either Local Traffic or Toll Traffic,
and the originating Party chooses to combine Local and Toll Traffic on the same
trunk group, it will supply an auditable Percent Local Use ("PLU") report
quarterly, based on the previous three months' traffic, and applicable to the
following three months. If the originating
16
Party also chooses to combine Interstate and Intrastate Toll Traffic on the same
trunk group, it will supply an auditable Percent Interstate Use ("PIU") report
quarterly, based on the previous three months' terminating traffic, and
applicable to the following three months. In lieu of the foregoing PLU and/or
PIU reports, the Parties may agree to provide and accept reasonable surrogate
measures for an agreed-upon interim period.
5.6.4 Measurement of billing minutes for purposes of determining
terminating compensation shall be in conversation seconds.
5.7 RECIPROCAL COMPENSATION ARRANGEMENTS -- SECTION 251(B)(5).
Reciprocal Compensation arrangements address the transport and termination
of Local Traffic. BA's delivery of Traffic to MFS that originated with a third
carrier is addressed in subsection 7.3. Where MFS delivers Traffic (other than
Local Traffic) to BA, except as may be set forth herein or subsequently agreed
to by the Parties, MFS shall pay BA the same amount that such carrier would have
paid BA for termination of that Traffic at the location the Traffic is delivered
to BA by MFS. Compensation for the transport and termination of traffic not
specifically addressed in this subsection 5.7 shall be as provided elsewhere in
this Agreement, or if not so provided, as required by the Tariffs of the Party
transporting and/or terminating the traffic.
5.7.1 Nothing in this Agreement shall be construed to limit either
Party's ability to designate the areas within which that Party's Customers may
make calls which that Party rates as "local" in its Customer Tariffs.
5.7.2 The Parties shall compensate each other for transport and
termination of Local Traffic in an equal and symmetrical manner at the rates
provided in the Detailed Schedule of Itemized Charges (Exhibit A hereto) or, if
not set forth therein, in the applicable Tariff(s) of the terminating Party, as
the case may be. These rates are to be applied at the M-IP for traffic delivered
by BA, and at the BA-IP for traffic delivered by MFS. No additional charges,
including port or transport charges, shall apply for the termination of Local
Traffic delivered to the BA-IP or the M-IP, except as set forth in Exhibit A.
When Local Traffic is terminated over the same trunks as Toll Traffic, any port
or transport or other applicable access charges related to the Toll Traffic
shall be prorated to be applied only to the Toll Traffic.
5.7.3 The Reciprocal Compensation arrangements set forth in this
Agreement are not applicable to Switched Exchange Access Service. All Switched
Exchange Access Service and all Toll Traffic shall continue to be governed by
the terms and conditions of the applicable federal and state Tariffs.
5.7.4 Compensation for transport and termination of all Traffic which
has been subject to performance of INP by one Party for the other Party pursuant
to Section 14 shall be as specified in subsection 14.5.
17
5.7.5 The designation of Traffic as Local or Toll for purposes of
compensation shall be based on the actual originating and terminating points of
the complete end-to-end call, regardless of the carrier(s) involved in carrying
any segment of the call.
5.7.6 Each Party reserves the right to measure and audit all Traffic
to ensure that proper rates are being applied appropriately. Each Party agrees
to provide the necessary Traffic data or permit the other Party's recording
equipment to be installed for sampling purposes in conjunction with any such
audit.
5.7.7 The Parties will engage in settlements of alternate-billed
calls (e.g. collect, calling card, and third-party billed calls) originated or
- -
authorized by their respective Customers in Virginia in accordance with the
terms of an appropriate billing services agreement for intraLATA intrastate
alternate-billed calls or such other arrangement as may be agreed to by the
Parties.
6.0 TRANSMISSION AND ROUTING OF EXCHANGE ACCESS TRAFFIC PURSUANT TO 251(C)(2).
6.1 SCOPE OF TRAFFIC
Section 6 prescribes parameters for certain trunks to be established over
the Interconnections specified in Section 4 for the transmission and routing of
traffic between MFS Telephone Exchange Service Customers and Interexchange
Carriers ("Access Toll Connecting Trunks"). This includes casually-dialed (10XXX
and 101XXXX) traffic.
6.2 TRUNK GROUP ARCHITECTURE AND TRAFFIC ROUTING
6.2.1 MFS shall establish Access Toll Connecting Trunks by which it
will provide tandem-transported Switched Exchange Access Services to
Interexchange Carriers to enable such Interexchange Carriers to originate and
terminate traffic to and from MFS's Customers.
6.2.2 Access Toll Connecting Trunks shall be used solely for the
transmission and routing of Exchange Access to allow MFS's Customers to connect
to or be connected to the interexchange trunks of any Interexchange Carrier
which is connected to an BA Access Tandem.
6.2.3 The Access Toll Connecting Trunks shall be two-way trunks
connecting an End Office Switch MFS utilizes to provide Telephone Exchange
Service and Switched Exchange Access in a given LATA to an Access Tandem BA
utilizes to provide Exchange Access in such LATA.
6.2.4 The Parties shall jointly determine which BA Access Tandem(s)
will be subtended by each MFS End Office Switch. MFS's End Office switch shall
subtend the BA Access Tandem that would have served the same rate center on BA's
network. Alternative configurations will be discussed as part of the Joint Plan.
18
6.3 MEET-POINT BILLING ARRANGEMENTS
6.3.1 MFS and BA will establish Meet-Point Billing arrangements
in order to provide a common transport option to Switched Access Services
Customers via an Access Tandem Switch in accordance with the Meet-Point Billing
guidelines contained in the OBF's MECAB and MECOD documents, except as modified
herein, and BA's Virginia Tariff Number 217, Section 2.4.8. The arrangements
described in this Section 6 are intended to be used to provide Switched Exchange
Access Service that originates and/or terminates on a Telephone Exchange Service
that is provided by either Party, where the transport component of the Switched
Exchange Access Service is routed through a Tandem Switch that is provided by
BA.
6.3.2 In each LATA, the Parties shall establish MPB arrangements
between the applicable Rating Point/BA Local Serving Wire Center combinations.
6.3.3 Interconnection for the MPB arrangement shall occur at the
BA-IP in the LATA, unless otherwise agreed to by the Parties.
6.3.4. MFS and BA will use reasonable efforts, individually and
collectively, to maintain provisions in their respective state access tariffs,
and/or provisions within the National Exchange Carrier Association ("NECA")
tariff No. 4, or any successor Tariff sufficient to reflect the MPB arrangements
established pursuant to this Agreement.
6.3.5 Each Party shall implement the "Multiple Xxxx/Single Tariff"
or "Multiple Xxxx/Multiple Tariff" option, as appropriate, in order to xxxx an
IXC for the portion of the jointly provided telecommunications service provided
by that Party.
6.3.6 The rate elements to be billed by each Party are as set
forth in Schedule 6.3. The actual rate values for each Party's affected access
service rate element shall be the rates contained in that Party's own effective
federal and state access tariffs, or other document that contains the terms
under which that Party's access services are offered. The MPB billing
percentages for each Rating Point/BA Local Serving Wire Center combination shall
be calculated in accordance with the formula set forth in subsection 6.3.16
below.
6.3.7 Each Party shall provide the other Party with the billing
name, billing address, and Carrier Identification Code ("CIC") of the IXC, and
identification of the IXC's Local Serving Wire Center in order to comply with
the MPB notification process as outlined in the MECAB document via facsimile
or such other media as the Parties may agree to.
6.3.8 BA shall provide MFS with the Switched Access Detail Usage
Data (category 1101XX records) on magnetic tape or via such other media as the
Parties may agree to, no later than ten (10) business days after the date the
usage occurred.
6.3.9 MFS shall provide BA with the Switched Access Summary Usage
Data (category 115OXX records) on magnetic tape or via such other media as the
Parties may agree, no
19
later than ten (10) business days after the date of its rendering of the xxxx to
the relevant IXC, which xxxx shall be rendered no less frequently than monthly.
6.3.10 Each Party shall coordinate and exchange the billing
account reference ("BAR") and billing account cross reference ("BACR") numbers
or Operating Company Name ("OCN"), as appropriate, for the MPB Service. Each
Party shall notify the other if the level of billing or other BAR/BACR elements
change, resulting in a new BAR/BACR number, or if the OCN changes.
6.3.11. Errors may be discovered by MFS, the IXC or BA. Each Party
agrees to provide the other Party with notification of any errors it discovers
within two (2) business days of the date of such discovery. In the event of a
loss of data, both Parties shall cooperate to reconstruct the lost data and, if
such reconstruction is not possible, shall accept a reasonable estimate of the
lost data based upon prior usage data.
6.3.12 Either Party may request a review or audit of the various
components of access recording up to a maximum of two (2) audits per calendar
year. All costs associated with each review and audit shall be borne by the
requesting Party. Such review or audit shall be conducted subject to
confidentiality protection and during regular business hours. A Party may
conduct additional audits, at its expense, upon the other Party's consent, which
consent shall not be unreasonably withheld.
6.3.13. Nothing contained in this subsection 6.3. shall create any
liability for damages, losses, claims, costs, injuries, expenses or other
liabilities whatsoever on the part of either Party (other than as may be set
forth in MECAB or in any applicable Tariff).
6.3.14. The Parties shall not charge one another for the services
rendered or information provided pursuant to this subsection 6.3.
6.3.15 MPB will apply for all traffic bearing the 500, 900,
800/888 (to the extent provided by an IXC) or any other non-geographic NPA which
may be likewise designated for such traffic in the future.
6.3.16 In the event MFS determines to offer Telephone Exchange
Services in another LATA in which BA operates an Access Tandem Switch, BA shall
permit and enable MFS to subtend the BA Access Tandem Switch(es) designated for
the BA End Offices in the area where the MFS Rating Point(s) associated with the
NPA-NXX(s) to/from which the Switched Exchange Access Services are homed. The
MPB billing percentages for each new Rating Point/BA Local Serving Wire Center
combination shall be calculated according to the following formula:
a / (a + b) = MFS Billing Percentage
and
b / (a + b) = BA Billing Percentage
where:
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20
a = the airline mileage between the Rating Point and the actual
point of interconnection for the MPB arrangement; and
b = the airline mileage between the BA Local Serving Wire Center
and the actual point of interconnection for the MPB arrangement.
MFS shall inform BA of the LATA in which it intends to offer Telephone Exchange
Services and its calculation of the billing percentages which should apply for
such arrangement, as part of the notice required by subsection 4.4.1 above.
Within ten (10) business days of MFS's delivery of notice to BA, BA and MFS
shall confirm the new Rating Point/BA Local Serving Wire Center combination and
billing percentages. Nothing in this subsection 6.3.16 shall be construed to
limit MFS's ability to select to interconnect with BA in additional LATAs by
means of Interconnection at a Local Serving Wire Center, to the extent that such
Interconnection is permitted under this Agreement.
6.4 800/888 TRAFFIC
The following terms shall apply when either Party delivers 800/888 calls to
the other Party for completion.
6.4.1. When MFS delivers untranslated 800/888 calls to BA for
completion
(a) to an IXC, BA shall:
(i) Provide a MPB record in an industry standard format
to MFS; and
(ii) Xxxx the IXC the appropriate BA query charge
associated with the call.
(b) as an IntraLATA call to BA or another LEC in the LATA, BA
shall
(i) Provide a copy record in an industry standard
format to MFS;
(ii) Xxxx MFS the appropriate BA query charge associated
with the call; and
(iii) Submit the call records to ITORP for payment by BA
or the LEC that is the 800/888 service provider of MFS's
and any intermediate LEC's Tariffed Exchange Access
charges and query charges.
21
6.4.2 When BA delivers 800/888 calls originated by BA's or another
LEC's Customers to MFS for completion
(a) to MFS in its capacity as an IXC, BA shall:
(i) Xxxx MFS the appropriate BA query charge
associated with the call; and
(ii) Xxxx MFS the appropriate FGD Exchange Access
charges associated with the call.
(b) as an IntraLATA call to MFS in its capacity as a LEC,
(i) BA shall submit the appropriate call records to
ITORP for payment by MFS of BA's (and another LEC's, if
appropriate) Tariffed Exchange Access charges; and
(ii) MFS shall pay the originating LEC's appropriate
query charge associated with the call.
7.0 TRANSPORT AND TERMINATION OF OTHER TYPES OF TRAFFIC
7.1 INFORMATION SERVICES TRAFFIC
The following provisions shall apply only to MFS-originated Information
Services Traffic directed to an information services platform connected to BA's
network. At such time as MFS connects Information Services platforms to its
network, the Parties shall agree upon a suitable arrangement for BA-originated
Information Services Traffic.
7.1.1 MFS shall route Information Services Traffic that originates on
its own network to the appropriate information services platform(s) connected to
BA's network. MFS will establish a dedicated trunk group to the BA information
services serving switch. This trunk group will be utilized to allow MFS to
route information service traffic originated on its network to BA.
7.1.2 MFS shall provide an electronic file transfer or monthly
magnetic tape containing recorded call detail information to BA.
7.1.3 BA shall provide to MFS via electronic file transfer or
magnetic tape or other means as available all necessary information to rate the
Information Services Traffic to MFS's Customers pursuant to the BA's agreements
with each information services provider. Information shall be provided in as
timely a fashion as practical in order to facilitate record review and reflect
actual prices set by the individual information services providers.
22
7.1.4 MFS shall xxxx and collect such information services provider
charges and remit the amounts collected to BA less:
(a) The Information Services Billing and Collection fee set forth in
Exhibit A; and
(b) An uncollectibles reserve calculated based on the uncollectibles
reserve in BA's billing and collection agreement with the applicable
information services provider; and
(c) Customer adjustments provided by MFS.
MFS shall provide to BA sufficient information regarding uncollectibles and
Customer adjustments to allow BA to pass through the adjustments to the
information services provider, and BA shall pass through such adjustments.
However, if the information services provider disputes such adjustments and
refuses to accept such adjustments, MFS shall reimburse BA for all such disputed
adjustments. Final resolution regarding all disputed adjustments shall be solely
between MFS and the information services provider.
7.1.5 Nothing in this Agreement shall restrict either Party from
offering to its Telephone Exchange Service Customers the ability to block the
completion of Information Service Traffic.
7.1.6 The Parties may agree to separate arrangements for the billing
and compensation of variable rated (e.g. 970, 540) information services.
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7.1.7 The Information Services Traffic addressed herein does not
include 555 traffic or similar traffic with AIN service interfaces.
7.2 LSV/VCI TRAFFIC
7.2.1 Each Party shall offer LSV and VCI services to enable its
Customers to verify and/or interrupt calls of the other Party's Customers. In
such instances, the other Party shall accept and respond to LSV and VCI requests
from the operator bureau of the requesting Party. Both the requesting Party
(Party A) and the responding Party (Party B) shall perform in accordance with
the terms set forth in this subsection 7.2 and pursuant to inter-Party rates to
be agreed upon between the Parties.
7.2.2 The Party B operator shall only verify the status of the line
(LSV) or interrupt the line to inform the called party that there is a call
waiting. The Party B operator will not complete the telephone call of the
Customer initiating the LSV/VCI request. The Party B operator will only make one
LSV/VCI attempt per Customer operator bureau telephone call, and the applicable
charges apply whether or not the called party releases the line.
23
7.2.3 Each Party's operator bureau shall accept LSV and VCI inquiries
from the operator bureau of the other Party in order to allow transparent
provision of LSV/VCI Traffic between the Parties' networks.
7.2.4 Each Party shall route LSV/VCI Traffic inquiries over separate
direct trunks (and not the Local/IntraLATA/InterLATA Trunks) established between
the Parties' respective operator bureaus. Each Party shall offer interconnection
for LSV/VCI traffic at its Local Serving Wire Center, operator services Tandem
Office subtended by such Local Serving Wire Center, or other mutually agreed
point in the LATA. Separate LSV/VCI trunks delivered at the Local Serving Wire
Center will be directed to the operator services Tandem Office designated by
Party B. Unless otherwise mutually agreed, the Parties shall configure LSV/VCI
trunks over the Interconnection architectures in accordance with the terms of
Section 4, consistent with the Joint Grooming Plan. Party A shall outpulse the
appropriate NPA, ATC Code, and Routing Code (operator code) to Party B.
7.3 TRANSIT SERVICE
7.3.1 MFS shall exercise all reasonable efforts to enter into a
reciprocal local traffic exchange arrangement (either via written agreement or
mutual tariffs) with any wireless carrier, ITC, CLEC, or other LEC to which it
sends, or from which it receives, local traffic that transits BA facilities over
Traffic Exchange Trunks. If MFS fails to enter into such an arrangement as
quickly as commercially reasonable following the Effective Date and to provide
copies thereof to BA, but continues to utilize BA's Transit Service for the
exchange of local traffic with such wireless carrier, ITC, CLEC, or other LEC,
MFS shall, in addition to paying the rate set forth in Exhibit A for said
Transit Service, pay BA any charges or costs such terminating third party
carrier imposes or levies on BA for the delivery or termination of such Traffic,
including any switched access charges, plus all reasonable expenses incurred by
----
BA in delivering or terminating such Traffic and/or resulting from MFS's failure
to secure said reciprocal local traffic exchange arrangement. BA will, upon
request, provide MFS with all reasonable cooperation and assistance in obtaining
such arrangements. The Parties agree to work cooperatively in appropriate
industry fora to promote the adoption of reasonable industry guidelines relating
to Transit Traffic.
7.3.2 Meet-Point Billing compensation arrangements as described in
subsection 6.3 shall be utilized for compensation for the joint handling of Toll
Traffic.
7.3.3 BA expects that most networks involved in Transit Traffic will
deliver each call to each involved network with CCS and the appropriate
Transactional Capabilities Application Part ("TCAP") message to facilitate full
interoperability of those services supported by BA and billing functions. In all
cases, each Party shall follow the Exchange Message Record ("EMR") standard and
exchange records between the Parties and with the terminating carrier to
facilitate the billing process to the originating network.
24
7.3.4 Transit Traffic shall be routed over the Traffic Exchange
Trunks described in Section 5 above.
7.4 911/E911 ARRANGEMENTS
7.4.1 MFS will interconnect to the BA 911/E911 selective routers or
911 Tandem Offices, where available, which serve the areas in which MFS provides
Telephone Exchange Services, for the provision of 911/E911 services and for
access to all subtending Public Safety Answering Points ("PSAP"). In such
situations, BA will provide MFS with the appropriate CLLI codes and
specifications of the Tandem Office serving area. In areas where E911 is not
available, MFS and BA will negotiate arrangements to connect MFS to the 911
service.
7.4.2 Path and route diverse interconnections for 91l/E911 shall be
made at the M-IP, the BA-IP, or other points as necessary and mutually agreed,
and as required by law or regulation.
7.4.3 Upon request, BA will provide MFS with the following:
(a) an electronic interface, when available, through which MFS
shall input and provide a daily update of 911/E911 database information
related to appropriate MFS Customers. Until such time as an electronic
interface is available, MFS shall provide BA with all appropriate 911
information such as name, address, and telephone number in writing for BA's
entry into the 911 database system. Any 911-related data exchanged between
the Parties shall conform to the National Emergency Number Association
standards;
(b) a file containing the Master Street Address Guide ("MSAG"), as
may be updated from time to time, for the exchanges or communities
specified;
(c) a return of any MFS E911 data entry files containing errors, so
that MFS may ensure the accuracy of the Customer records; and
(d) PSAP 911 Tandem information.
7.4.4 In cases where a Customer of one Party elects to discontinue
its service and become the Customer of the other Party ("Party B") but desires
to retain its original telephone number pursuant to an INP or PNP arrangement,
Party B will outpulse the telephone number to which the call has been forwarded
(i.e. the Customer's ANI) to the 911 Tandem Office. Party B will also provide
- -
the 911 database with both the forwarded number and the directory number, as
well as the appropriate address information of the Customer.
7.4.5 BA and MFS will use their best efforts to facilitate the
prompt, robust, reliable and efficient interconnection of MFS systems to the
911/E911 platforms.
25
7.4.6 BA and MFS will work cooperatively to arrange meetings with
PSAPs to answer any technical questions the PSAPs, or county or municipal
coordinators may have regarding the 911/E911 arrangements. BA shall assist MFS
in identifying the appropriate person in each municipality for the purpose of
obtaining the ten-digit subscriber number of each PSAP.
7.4.7 The Parties acknowledge that the provision of INP, until PNP
with full 911 compatability is available, creates a special need to have the
Automatic Location Identification ("ALI") screen reflect two number: the "old"
number and the "new" number assigned by MFS. The Parties acknowledge further the
objective of including the five character Telephone Company Identification
("TCI") of the company that provides service to the calling line as part of the
ALI display. Until such time as TCI is operational, however, BA and MFS agree to
supply and use the three-letter Access Carrier Name Abbreviation ("ACNA") as the
carrier identifier.
7.4.8 MFS will compensate BA for connections to its 911/E911
pursuant to Exhibit A.
7.4.9 MFS will comply with all applicable rules and regulations
pertaining to the provision of 911/E911 services in Virginia.
7.5 ANCILLARY TRAFFIC GENERALLY Ancillary Traffic that may be terminated
at a BA Local Serving Wire Center pursuant to subsection 4.5 above shall be
subject to a separate transport charge for transport from the Local Serving Wire
Center to the appropriate Tandem Office, as set forth in Exhibit A.
8.0 NUMBER RESOURCES, RATE CENTERS AND RATING POINTS
8.1 Nothing in this Agreement shall be construed to limit or otherwise
adversely affect in any manner either Party's right to employ or to request and
be assigned any Central Office (NXX) Codes pursuant to the Central Office Code
Assignment Guidelines, as may be amended from time to time, or to establish, by
Tariff or otherwise, Rate Centers and Rating Points corresponding to such NXX
codes. Until such time as number administration is provided by a third party, BA
shall provide MFS access to telephone numbers by assigning NXX codes to MFS in
accordance with such Assignment Guidelines.
8.2 It shall be the responsibility of each Party to program and update its
own switches and network systems in accordance with the Local Exchange Routing
Guide ("LERG") in order to recognize and route traffic to the other Party's
assigned NXX codes at all times. Neither Party shall impose any fees or charges
whatsoever on the other Party for such activities, except as expressly set forth
in this Agreement.
8.3 Unless mandated otherwise by a Commission order, the Rate Center Areas
will be the same for each Party. During the term of this Agreement, MFS shall
adopt the Rate Center Areas and Rate Center Points that the Commission has
approved for BA, in all areas where BA and
26
MFS service areas overlap, and MFS shall assign whole NPA-NXX codes to each
Rate Center unless the LEC industry adopts alternative methods of utilizing NXXs
in the manner adopted by the NANP.
8.4 MFS will also designate a Routing Point for each assigned NXX code.
MFS shall designate one location for each Rate Center Area as the Routing Point
for the NPA-NXXs associated with that Area, and such Routing Point shall be
within the same LATA as the Rate Center Area but not necessarily within the Rate
Center Area itself.
8.5 Notwithstanding anything to the contrary contained herein, nothing in
this Agreement is intended to, and nothing in this Agreement shall be construed
to, in any way constrain MFS's choices regarding the size of the local
calling area(s) that MFS may establish for its Customers, which local calling
areas may be larger than, smaller than, or identical to, BA's local calling
areas.
9.0 NETWORK MAINTENANCE AND MANAGEMENT; OUTAGES
9.1 The Parties will work cooperatively to install and maintain a reliable
network. MFS and BA will exchange appropriate information (e.g., maintenance
- -
contact numbers, network information, information required to comply with law
enforcement and other security agencies of the Government) to achieve this
desired reliability. In addition, the Parties will work cooperatively to apply
sound network management principles to alleviate or to prevent congestion.
9.2 Each Party recognizes a responsibility to follow the standards that
may be agreed to between the Parties and to employ characteristics and methods
of operation that will not interfere with or impair the service or any
facilities of the other or any third parties connected with or involved directly
in the network of the other.
9.3 INTERFERENCE OR IMPAIRMENT
If Party A reasonably determines that the characteristics and methods of
operation used by Party B will or may interfere with or impair its provision of
services, Party A shall have the right to discontinue Interconnection subject,
however, to the following:
9.3.1 Party A shall have given Party B ten (10) days' prior written
notice of interference or impairment or potential interference or impairment
which specifies the time within which Party B is to correct the condition; and,
9.3.2 Party A shall have concurrently provided a copy of the notice
provided to Party B under (a) above to the appropriate federal and/or state
regulatory bodies.
9.3.3 Notice in accord with subsections 9.3.1 and 9.3.2 above shall
not be required in emergencies and Party A may immediately discontinue
Interconnection if reasonably necessary
27
to meet its obligations. In such case, however, Party A shall use all reasonable
means to notify Party B and the appropriate federal and/or state regulatory
bodies.
9.3.4 Upon correction of the interference or impairment, Party A
will promptly renew the Interconnection. During such period of discontinuance,
there will be no compensation or credit allowance by Party A to Party B for
interruptions.
9.4 REPEATED OR WILLFUL NONCOMPLIANCE
9.4.1 The Interconnection provided hereunder may be discontinued
by either Party upon thirty (30) days written notice to the other for repeated
or willful violation of and/or a refusal to comply with this Agreement. The
Party discontinuing will notify the appropriate federal and/or state regulatory
bodies concurrently with the notice to the other Party of the prospective
discontinuance.
9.5 OUTAGE REPAIR STANDARD
In the event of an outage or trouble in any arrangement, facility, or
service being provided by a Party hereunder, the providing Party will follow
procedures for isolating and clearing the outage or trouble that are no less
favorable than those that apply to comparable arrangements, facilities, or
services being provided by the providing Party to any other carrier whose
network is connected to that of the providing Party. MFS and BA may agree to
modify those procedures from time to time based on their experience with
comparable Interconnection arrangements with other carriers.
9.6 NOTICE OF CHANGES -- SECTION 251(C)(5).
If a Party makes a change in its network which it believes will materially
affect the interoperability of its network with the other Party's network, the
Party making the change shall provide at least ninety (90) days advance written
notice of such change to the other Party.
10. JOINT NETWORK RECONFIGURATION AND GROOMING PLAN; AND INSTALLATION,
MAINTENANCE, TESTING AND REPAIR.
10.1 JOINT NETWORK RECONFIGURATION AND GROOMING PLAN. On or before December
1, 1996, unless the Parties agree to a different date, MFS and BA shall jointly
develop a grooming plan (the "Joint Plan") which shall define and detail, inter
-----
alia,
----
(a) modifications to the agreement on physical architecture
consistent with the guidelines defined in Section 4;
(b) standards to ensure that Interconnection trunk groups experience
a grade of service, availability and quality which is comparable to that
achieved on interoffice trunks within BA's network and in accord with all
appropriate relevant industry-accepted
28
quality, reliability and availability standards. Trunks provided by either
Party for Interconnection services will be engineered using a design
blocking objective of B.01;
(c) the respective duties and responsibilities of the Parties with
respect to the administration and maintenance of the trunk groups,
including, but not limited to, standards and procedures for notification
and discoveries of trunk disconnects;
(d) disaster recovery provision escalations;
(e) migration from one-way to two-way Interconnection Trunks upon
mutual agreement of the Parties;
(f) actual meet point locations on the SONET system; and
(g) such other matters as the Parties may agree.
10.2 INSTALLATION, MAINTENANCE, TESTING AND REPAIR. BA's standard
intervals for Feature Group D Switched Exchange Access Services will be used for
Interconnection. MFS shall meet the same intervals for comparable installations,
maintenance, joint testing, and repair of its facilities and services associated
with or used in conjunction with Interconnection or shall notify BA of its
inability to do so and will negotiate such intervals in good faith. The Parties
agree that the standards to be used by each Party for isolating and clearing any
disconnections and/or other outages or troubles shall be no less favorable than
those applicable to comparable arrangements, facilities, or services being
provided by such Party to any other carrier whose network is connected to that
of the providing Party.
10.3 FORECASTING REQUIREMENTS FOR TRUNK PROVISIONING. Within sixty (60)
days of executing this Agreement, MFS shall provide BA a one (1) year traffic
forecast. This initial forecast will provide the amount of traffic to be
delivered to each of BA's End Offices affected by the exchange of traffic. The
forecast shall be updated and provided to BA on a quarterly basis, and include
Access Carrier Terminal Location (ACTL), traffic type (local/toll, operator
services, 911, etc.), code (identifies trunk group), A location/Z location (CLLI
codes), interface type (e.g., DS1), and trunks in service each year
(cumulative).
10.3.1 Initial Forecast/Trunking Requirements. Because BA's trunking
--------------------------------------
requirements will, at least during an initial period, be dependent on the
customer segments and service segments within customer segments to whom MFS
decides to market its services, BA will be largely dependent on MFS to provide
accurate trunk forecasts for both inbound (from BA) and outbound (from MFS)
traffic. BA will, as an initial matter and upon request, provide the same
number of trunks to terminate local traffic to MFS as MFS provides to terminate
local traffic to BA, unless MFS expressly identifies particular situations that
are expected to produce traffic that is substantially skewed in either the
inbound or outbound direction, in which case BA will provide the number of
trunks MFS suggests. Upon the establishment of any new set of trunks for traffic
from BA to MFS, BA will monitor traffic for ninety (90) days, and will, as
29
necessary at the end of that period, either augment trunks or disconnect
trunks, based on the application of reasonable engineering criteria to the
actual traffic volume experienced. If, after such 90-day period, BA has
determined that the trunks are not warranted by actual traffic volumes, then, on
ten (10) days' written notice, BA may hold MFS financially responsible for such
trunks retroactive to the start of the 90-day period until such time as they are
justified by actual traffic volumes, based on the application of reasonable
engineering criteria. To the extent that BA requires MFS to install trunks for
delivery of traffic to BA, MFS may apply the same procedures with respect to
BA's trucking requirements.
11.0 UNBUNDLED ACCESS - SECTION 251(C)(3).
To the extent required of each Party by Section 251 of the Act, each Party
shall offer to the other Party nondiscriminatory access to Network Elements on
an unbundled basis at any technically feasible point. BA shall unbundle and
separately price and offer Network Elements such that MFS will be able to lease
and interconnect to whichever of the Network Elements MFS requires, and to
combine the BA-provided elements with any facilities and services that MFS may
itself provide, except that MFS shall not recombine Network Elements purchased
from BA for use as a substitute for the purchase at wholesale rates of
Telecommunications Services that BA provides unless otherwise mandated by the
FCC or the Commission or agreed to by BA with other carriers.
11.1 UNBUNDLED LOCAL LOOP ("ULL") TRANSMISSION TYPES
Subject to subsection 11.4, BA shall allow MFS to access the following ULL
types (in addition to those ULLs available under applicable tariffs) unbundled
from local switching and local transport in accordance with the terms and
conditions set forth in this subsection 11.1.
11.1.1 "2-Wire Analog Voice Grade ULL" or "Analog 2W" provides an
effective 2-wire channel with 2-wire interfaces at each end that is suitable for
the transport of analog voice grade (nominal 300 to 3000 Hz) signals and loop-
start signaling. The service is more fully described in Xxxx Xxxxxxxx XX-00000.
If "Customer-Specified Signaling" is requested, the service will operate with
one of the following signaling types that may be specified when the service is
ordered: loop-start, ground-start, loop-reverse-battery, and no signaling. The
service is more fully described in Xxxx Xxxxxxxx XX-00000.
11.1.2 "4-Wire Analog Voice Grade ULL" or "Analog 4W" provides an
effective 4-wire channel with 4-wire interfaces at each end that is suitable for
the transport of analog voice grade (nominal 300 to 3000 Hz) signals. The
service will operate with one of the following signaling types that may be
specified when the service is ordered: loop-start, ground-start, loop-reverse-
battery, duplex, and no signaling. The service is more fully described in Xxxx
Xxxxxxxx XX-00000.
11.1.3 "2-Wire ISDN Digital Grade ULL" or "BRI ISDN" provides a
channel with 2-wire interfaces at each end that is suitable for the transport of
160 kbps digital services using the ISDN 2B1Q line code.
30
11.1.4 "2-Wire ADSL-Compatible ULL" or "ADSL 2W" provides a channel
with 2-wire interfaces at each end that is suitable for the transport of digital
signals up to 6Mbps toward the Customer and up to 640 kbps from the Customer. BA
will offer ADSL-Compatible ULLs only when the technology BA uses to provide such
ULLs is compatible with that of MFS. In addition, ADSL-Compatible ULLs will be
available only where existing copper facilities can meet applicable industry
standards.
11.1.5 "2-Wire HDSL-Compatible ULL" or "HDSL 2W" provides a channel
with 2-wire interfaces at each end that is suitable for the transport of 784
kbps digital signals simultaneously in both directions using the 2B1Q line code.
HDSL compatible ULLs will be available only where existing copper facilities can
meet the specifications.
11.1.6 "4-Wire HDSL-Compatible ULL" or "HDSL 4 W" provides a channel
with 4-wire interfaces at each end. Each 2-wire channel is suitable for the
transport of 784 kbps digital signals simultaneously in both directions using
the 2B1Q line code. HDSL compatible ULLs will be available only where existing
copper facilities can meet specfications.
11.1.7 ULLs will be offered on the terms and conditions specified
herein and on such other terms in applicable Tariffs that are not inconsistent
with the terms and conditions set forth herein. BA shall make ULLs available to
MFS at the rates specified by the Commission, as amended from time to time,
subject to the provisions of subsection 11.1.8 below.
11.1.8 BA will make Analog 2-Wire ULLs available for lease by MFS in
accordance with the schedule set forth in Schedule 3.0. BA will make BRI ISDN
and Analog 4W ULLs available for lease by MFS by the later of January 1, 1997,
or the date when the ULL milestone contained in Schedule 3.0 is achieved in the
LATA. BA will make XXXX 0X, XXXX 0X, and HDSL 4W ULLs available for lease by MFS
as soon as practicable, but in any event no later than six months, after BA
makes the services using equivalent loop facilities commercially available to
its own end-user Customers in Virginia. Upon request by either BA or MFS, the
Parties shall agree upon a reasonable schedule and location for a technical and
operational trial(s) of ADSL 2W, HDSL 2W, and/or HDSL 4W ULLs. Such trial(s)
may, by mutual agreement, be conducted in any jurisdiction in which affiliates
of BA and MFS both operate. Upon successful completion of such trial(s), the
Parties shall agree upon an implementation schedule for the ULL type(s) subject
to such trial(s), which schedule shall begin no later than ninety (90) days
after successful completion of such trial(s).
11.2 PORT TYPES
BA shall make available to MFS unbundled 2-wire analog line and 2-wire
analog trunk Ports on the terms and conditions specified herein and on such
other terms in applicable Tariffs that are not inconsistent with the terms and
conditions set forth herein. BA will offer MFS Ports utilizing other
technologies as they become available, upon bona fide request by MFS.
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31
11.3 TRUNK SIDE LOCAL TRANSPORT
BA shall provide MFS local transport from the trunk side of BA's Central
Office Switches using private lines and special access services unbundled from
switching and other services in accordance with the terms and conditions of BA's
existing or filed Tariffs, as referenced in Exhibit A.
11.4 LIMITATIONS ON UNBUNDLED ACCESS
11.4.1 Unless otherwise mandated by the FCC or the Commission or
agreed to by BA with other carriers, MFS may not cross-connect a BA-provided ULL
to a BA-provided Port, but instead shall purchase a network access line under
applicable tariffs.
11.4.2 BA shall not be required to make available ULLs and Ports
where such ULLs and Ports are available.
11.4.3 MFS shall access BA's unbundled Network Elements specifically
identified in this Agreement via Collocation in accordance with Section 13 at
the BA Wire Center where those elements exist and each ULL or Port shall be
delivered to MFS's Collocation by means of a Cross Connection.
11.4.4 BA shall provide MFS access to its Unbundled Local Loops at
each of BA's Wire Centers for loops terminating in that Wire Center. In
addition, if MFS requests one or more ULLs provisioned via Integrated Digital
Loop Carrier or Remote Switching technology deployed as a ULL concentrator, BA
shall, where available, move the requested ULL(s) to a spare, existing physical
ULL at no additional charge to MFS. If, however, no spare physical ULL is
available, BA shall within three (3) business days of MFS's request notify MFS
of the lack of available facilities. MFS may then at its discretion make a
Network Element Bona Fide Request to BA to provide the Unbundled Local Loop
through the demultiplexing of the integrated digitized ULL(s). MFS may also make
a Network Element Bona Fide Request for access to Unbundled Local Loops at the
ULL concentration site point. Alternatively, MFS may choose to avail itself of
BA's Special Construction services, as set forth in Exhibit A, for the
provisioning of such ULL(s). Notwithstanding anything to the contrary in this
Agreement, the provisioning intervals set forth in subsection 11.6 and the
Performance Criteria and Performance Interval Dates set forth in subsection 27.1
and Schedule 27, respectively, shall not apply to ULLs provided under this
subsection 11.4.4.
11.4.5 If MFS orders a ULL type and the distance requested on such
ULL exceeds the transmission characteristics in applicable technical references,
distance extensions may be required and additional rates and charges shall
apply as set forth in Exhibit A or applicable Tariffs.
11.4.6 BA will exercise all reasonable efforts to ensure that the
service intervals that apply to ULLs and unbundled Ports are comparable to the
(i) repair intervals that apply to the bundled dial tone line service, and (ii)
installation intervals that apply to other BA-coordinated services, except as
provided in Section 27. Although BA will make commercially
32
reasonable efforts to ensure that ULLs and unbundled ports meet specified or
agreed-upon technical standards, BA makes no warranty that the ULLs or unbundled
Ports supplied by BA hereunder will be compatible with the services MFS may
offer to its Customers if they are used in a manner not contemplated by the
Parties.
11.5 AVAILABILITY OF OTHER NETWORK ELEMENTS ON AN UNBUNDLED BASIS
11.5.1 BA shall, upon request of MFS, and to the extent technically
feasible, provide to MFS access to its Network Elements on an unbundled basis
for the provision of MFS's Telecommunications Service. Any request by MFS for
access to an BA Network Element that is not already available shall be treated
as a Network Element Bona Fide Request. MFS shall provide BA access to its
Network Elements as mutually agreed by the Parties or as required by the
Commission or FCC.
11.5.2 A Network Element obtained by one Party from the other Party
under this subsection 11.5 may be used in combination with the facilities of the
requesting Party only to provide a Telecommunications Service, including
obtaining billing and collection, transmission, and routing of the
Telecommunications Service.
11.5.3 Notwithstanding anything to the contrary in this subsection
11.5, a Party shall not be required to provide a proprietary Network Element to
the other Party under this subsection 11.5 except as required by the Commission
or FCC.
11.6 PROVISIONING OF UNBUNDLED LOCAL LOOPS
The following coordination procedures shall apply for conversions of "live"
Telephone Exchange Services to ULLs. These and other mutually agreed-upon
procedures shall apply reciprocally for the "live" cutover of Customers from BA
to MFS and from MFS to BA.
11.6.1 Upon request by MFS, BA will apply the following coordination
procedures to conversions of live Telephone Exchange Services to ULLs.
Coordinated cutover charges will apply to any such arrangement, only to the
extent provided by Section A.4.a of Exhibit A. If MFS elects not to request
coordinated cutover, BA will process MFS's request in the normal course and
subject to the normal installation intervals.
11.6.2 MFS shall request ULLs from BA by delivering to BA a valid
electronic transmittal service order (when available) or another mutually
agreed-upon type of service order. Such service order shall be provided in
accordance with industry format and specifications or such format and
specifications as may be agreed to by the Parties. Within forty-eight (48) hours
of BA's receipt of such valid service order, BA shall provide MFS the firm order
commitment date according to the Performance Interval Dates set forth in
Schedule 27 by which the ULLs covered by such service order will be installed.
In addition, BA shall provide MFS with the relating ULL design information, if
available, at least forty eight (48) hours prior to the scheduled cutover time.
33
11.6.3 On each ULL order in a Wire Center, MFS and BA will agree on
a cutover time at least forty eight (48) hours before that cutover time. The
cutover time will be defined as a 15-30 minute window within which both the MFS
and BA personnel will make telephone contact to complete the cutover.
11.6.4 Within the appointed 15-30 minute cutover time, the MFS
person will call the BA organization designated to coordinate cross-connection
work and when the BA organization is reached in that interval such work will be
promptly performed.
11.6.5 If MFS requires a change in scheduling, it must contact BA
to issue a supplement to the original order. The negotiations process to
determine the date and time of cutover will then be reinitiated as usual.
11.6.6 If MFS person is not ready within the appointed interval and
if MFS had not called to reschedule the work at least two (2) hours prior to the
start of the interval, MFS shall be liable for the non-recurring charge for the
unbundled elements scheduled for the missed appointment. In addition,
non-recurring charges for the rescheduled appointment will apply.
11.6.7 If BA is not available or not ready at any time during the
appointed 15-30 minute interval, MFS and BA will reschedule and BA will waive
the non-recurring charge for the unbundled elements originally scheduled for
that interval, whenever those unbundled elements are actually cutover pursuant
to an agreed-upon rescheduling.
11.6.8 The standard time expected from disconnection of a live
Telephone Exchange Service to the connection of the unbundled element to the MFS
Collocation Arrangement is fifteen (15) minutes per voice grade circuit for all
orders consisting of fifteen (15) ULLs or less. Orders involving more than
fifteen (15) ULLs will require a negotiated interval.
11.6.9 If unusual or unexpected circumstances prolong or extend the
time required to accomplish the coordinated cutover, the Party responsible for
such circumstances is responsible for the reasonable labor charges of the other
Party. Delays caused by the Customer are the responsibility of MFS.
11.6.10 If MFS has ordered INP as part of an ULL installation, BA
will coordinate implementation of INP with the ULL installation. BA's provision
of unbundled elements shall in all cases be subject to the availability of
suitable facilities, to the extent permitted by Section 251 of the Act.
11.6.11 If MFS requests or approves a BA technician to perform
services on the network side of the Rate Demarcation Point beyond normal
installation of the ULLs covered by the service order, BA may charge MFS for any
additional and reasonable labor charges to perform such services. BA may also
charge MFS its normal overtime rates for services MFS requests to be performed
outside of BA's normal business hours (M-F, 9 am to 5 pm, E.S.T.).
34
11.7 MAINTENANCE OF UNBUNDLED LOCAL LOOPS
If (i) MFS reports to BA a Customer trouble, (ii) MFS requests a dispatch,
(iii) BA dispatches a technician, and (iv) such trouble was not caused by BA's
facilities or equipment, then MFS shall pay BA a per-trip charge charge and
labor charges per quarter hour increments for time associated with said
dispatch, as set forth in Exhibit A. In addition this charge also applies in
situations when the Customer contact as designated by MFS is not available at
the appointed time. MFS accepts responsibility for initial trouble isolation and
providing BA with appropriate dispatch information based on their test results.
If, as the result of MFS instructions, BA is erroneously requested to dispatch
within the Central Office, BA may levy on MFS an appropriate charge.
11.8 RATES AND CHARGES
BA shall charge the non-recurring and monthly recurring rates for unbundled
Local Loops and other Network Elements set forth in Exhibit A.
12.0 RESALE -- SECTIONS 251(C)(4) AND 251(B)(1).
12.1 AVAILABILITY OF RETAIL RATES FOR RESALE
Each Party shall make available its Telecommunications Services for resale
at retail rates to the other Party in accordance with Section 251(b)(1) of the
Act.
12.2 AVAILABILITY OF WHOLESALE RATES FOR RESALE
BA shall make available to MFS for resale at wholesale rates set forth in
Exhibit A all Telecommunications Services that BA provides at retail to
Customers that are not Telecommunications Carriers. Such services shall be
provided in accordance with the terms of the applicable retail services
Tariff(s), including, without limitation, user or user group restrictions, as
the case may be, subject to the requirement that such restrictions shall in all
cases comply with the requirements of Section 251 of the Act regarding
restrictions on resale. In addition, BA and MFS shall each allow the resale by
the other of all Telecommunications Services that are offered primarily or
entirely to other Telecommunications Carriers (e.g., Switched and special
Exchange Access Services) at the rates already applicable to such services. BA
shall also allow the resale by MFS of such other non-Telecommunications Services
as BA, in its sole discretion, determines to provide for resale under terms and
conditions to be agreed to by the Parties. If MFS requests resale at wholesale
rates of Telecommunications Services that BA provides at retail to Customers
that are not Telecommunications Carriers before April 1, 1997, the Parties shall
negotiate and agree upon the terms and conditions for ordering, provisioning,
billing, and maintaining such resale arrangements before MFS submits any orders
for such resale, which terms and conditions are unlikely to rely on automated
interfaces. During the period before April 1, 1997, the Parties shall negotiate
and agree upon, in the form of a separate agreement to be appended hereto,
resale arrangements to apply after that date. Such arrangements shall, to the
extent feasible and
35
economically reasonable, employ automated interfaces for ordering, provisioning,
billing, and maintaining resold accounts. The Parties may also agree to
negotiate term and/or volume discounts for resold services.
13.0 COLLOCATION - SECTION 251(c)(6).
13.1 BA shall offer to MFS Physical Collocation of equipment necessary for
Interconnection (pursuant to Section 4) or for access to unbundled Network
Elements (pursuant to Section 11.0), except that BA may offer only Virtual
Collocation if BA demonstrates to the Commission that Physical Collocation is
not practical for technical reasons or because of space limitations, as provided
in Section 251(c)(6) of the Act. BA shall provide such Collocation solely for
the purpose of Interconnection with facilities or services of BA or access to
unbundled Network Elements of BA, except as otherwise mutually agreed to in
writing by the Parties or as required by the FCC or the Commission, subject to
applicable federal and state Tariffs.
13.2 Although not required to do so by Section 251(c)(6) of the Act, by
this Agreement, MFS agrees to offer to BA Collocation (at MFS's option either
Physical or Virtual) of equipment for purposes of Interconnection (pursuant to
Section 4) on a non-discriminatory basis and at comparable rates, terms and
conditions as MFS may provide to other third parties. MFS shall provide such
Collocation subject to applicable Tariffs.
13.3 Where MFS is Virtually Collocated on the date hereof on a premise that
was initially prepared for Physical Collocation for MFS, MFS may elect to (i)
retain its Virtual Collocation in that premises, and/or (ii) establish Physical
Collocation in that premises pursuant to current procedures and applicable
Tariffs. BA will not assess to MFS non-recurring charges for central office
common area construction to transition existing virtual collocation arrangements
to physical collocation arrangements in offices where MFS previously paid such
charges. BA will also waive cage construction charges for cages of the same size
originally paid for by MFS. MFS shall coordinate with BA for rearrangement of
MFS's equipment, facilities, and circuits. All applicable Physical Collocation
recurring charges shall apply.
13.4 Where MFS is Virtually Collocated on the date hereof on a premise that
was initially prepared for MFS as Virtual Collocation, MFS may elect to (i)
retain its Virtual Collocation in that premises, or (ii) unless it is not
practical for technical reasons or because of space limitations, convert its
Virtual Collocation at such premises to Physical Collocation, in which case MFS
shall coordinate the construction and rearrangement with BA of its equipment,
facilities, and circuits, and for which MFS shall pay BA at applicable Tariff
rates. In addition, all Physical Collocation recurring charges shall apply.
13.5 For both Physical Collocation and Virtual Collocation, the Collocating
Party shall provide its own or third-party leased transport facilities and
terminate those transport facilities in equipment located in its Physical
Collocation space, or in its virtually collocated equipment, at the Housing
Party's premises as described in applicable Tariffs, and purchase Cross
Connection to services or facilities as described in applicable Tariffs.
36
13.6 Collocation shall occur under the terms of each Party's applicable
and available Tariffs. Collocation is offered for network Interconnection
between the Parties. Unless otherwise agreed to by the Parties or either Party
is required by applicable law to permit on its collocated premises, neither
Party shall use a Collocation Arrangement to directly interconnect with a third
party's equipment or facilities collocated at the same location.
SECTION 251(b) PROVISIONS
14.0 NUMBER PORTABILITY -- SECTION 251(B)(2).
14.1 SCOPE
14.1.1 The Parties shall provide Local Telephone Number Portability
("LTNP") on a reciprocal basis to each other to the extent technically feasible,
and in accordance with rules and regulations as from time to time prescribed by
the FCC and/or the Commission.
14.1.2 Until Permanent Number Portability is implemented by the
industry pursuant to regulations issued by the FCC and/or the Commission, the
Parties agree to reciprocally provide Interim Number Portability to each other
at the prices listed in Exhibit A. Such agreed-upon prices for INP are not
intended to reflect either Party's views on the cost recovery mechanisms being
considered by the FCC in its current proceeding on number portability issues.
14.1.3 Upon the agreement of the Parties or issuance of applicable
FCC and/or Commission order(s) or regulations mandating the adoption of a
Permanent Number Portability ("PNP") arrangement, BA and MFS will commence
migration from INP to the agreed-upon or mandated PNP arrangement as quickly as
practically possible while minimizing interruption or degredation of service to
their respective Customers. Once PNP is implemented, either Party may withdraw,
at any time and at its sole discretion, its INP offerings, subject to advance
notice to the other Party and coordination to allow the seamless and transparent
conversion of INP Customer numbers to PNP. Upon implementation of PNP pursuant
to FCC or Commission regulation, both Parties agree to conform and provide such
PNP. To the extent PNP rates or cost recovery mechanisms are not established by
the applicable FCC or Commission order or regulation mandating the adoption of
PNP, the Parties will negotiate in good faith the charges or cost recovery
mechanism for PNP service at such time as a PNP arrangement is adopted by the
Parties.
14.1.4 Under either an INP or PNP arrangement, MFS and BA will
implement a process to coordinate LTNP cutovers with ULL conversions (as
described in Section 11 of this Agreement).
37
14.2 PROCEDURES FOR PROVIDING INP THROUGH REMOTE CALL FORWARDING
MFS and BA will provide INP through Remote Call Forwarding as follows:
14.2.1 A Customer of one Party ("Party A") elects to become a
Customer of the other Party ("Party B"). The Customer elects to utilize the
original telephone number(s) corresponding to the Telephone Exchange Service(s)
it previously received from Party A, in conjunction with the Telephone Exchange
Service(s) it will now receive from Party B. Upon receipt of a service order
from Party B requesting assignment of the number(s) to Party B, Party A will
implement an arrangement whereby all calls to the original telephone number(s)
will be forwarded to a new telephone number(s) designated by Party B, only
within the same Exchange Area as the original telephone number(s). Party A will
route the forwarded traffic to Party B over the appropriate traffic exchange
trunk groups.
14.2.2 Party B will become the customer of record for the original
Party A telephone number(s) subject to the INP arrangements. Upon the execution
of an appropriate billing services agreement or such other mutually agreed-upon
arrangement between the Parties, Party A shall use its reasonable efforts to
consolidate into as few billing statements as possible collect, calling card,
and third-number billed calls associated with the number(s), with sub-account
detail by retained number.
14.2.3 Party A will update its Line Information Database ("LIDB")
listings for retained numbers, and restrict or cancel calling cards associated
with those forwarded numbers as directed by Party B. In addition, Party A will
update the retained numbers in the LIDB with the screening options provided by
Party B on a per order basis. Party B shall determine which of the screening
options offered by Party A should apply to the Party B Customer account.
14.2.4 Party B will outpulse the telephone number to which the call
has been forwarded to the 911 Tandem Office. Party B will also provide the 911
database with both the forwarded number and the directory number, as well as the
appropriate address information of the Customer.
14.2.5 Party A shall be permitted to cancel INP arrangements and
reassign the telephone number(s) upon receipt of notification from Party B or a
third party that is authorized to act on behalf of the Customer. Party A shall
provide notification to Party B of third party orders affecting the INP service
of a Party B customer. The Parties agree to work cooperatively to develop
procedures or adopt industry standards or practices concerning the initiation
and termination of INP service in a multi-carrier environment.
14.2.6 The INP service offered herein shall not initially apply to
NXX Codes 555, 915, 976, or 950, or for Feature Group A or coin telephone
service. Upon request of either Party, provision of INP to these services will
be mutually negotiated between the parties and provided to the extent feasible
under negotiated rates, terms and conditions. INP shall not apply for any
arrangement that would render the forwarded call Toll Traffic.
38
14.2.7 The ordering of INP arrangements and the exchange of screening
information shall be made in accordance with industry-accepted (e.g. OBF
developed) format and specifications to the extent they have been implemented by
the Parties.
14.3 PROCEDURES FOR PROVIDING INP THROUGH DIRECT INWARD DIAL TRUNKS
(FLEXDID) Either Party may also request INP through Direct Inward Dial Trunks
pursuant to any applicable Tariffs.
14.4 PROCEDURES FOR PROVIDING LTNP THROUGH FULL NXX CODE MIGRATION Where
either Party has activated an entire NXX for a single Customer, or activated a
substantial portion of an NXX for a single Customer, with the remaining numbers
in that NXX either reserved for future use by that Customer or otherwise unused,
if such Customer chooses to receive Telephone Exchange Service from the other
Party, the first Party shall cooperate with the second Party to have the entire
NXX reassigned in the LERG (and associated industry databases, routing tables,
etc.) to an End Office operated by the second Party. Such transfer will be
accomplished with appropriate coordination between the Parties and subject to
appropriate industry lead-times for movements of NXXs from one switch to
another. Neither Party shall charge the other in connection with this
coordinated transfer.
14.5 RECEIPT OF TERMINATING COMPENSATION ON TRAFFIC TO INP'ED NUMBERS
The Parties agree in principle that, under the INP arrangements described
in subsections 14.2 and 14.3 above, terminating compensation on calls to INP'ed
numbers should be received by each Customer's chosen LEC as if each call to the
Customer had been originally addressed by the caller to a telephone number
bearing an NPA-NXX directly assigned to the Customer's chosen LEC. In order to
accomplish this objective where INP is employed, the Parties shall utilize the
process set forth in this subsection 14.5 whereby terminating compensation on
calls subject to INP will be passed from the Party (the "Performing Party")
which performs the INP to the other Party (the "Receiving Party") for whose
Customer the INP is provided.
14.5.1 The Parties shall individually and collectively make best
efforts to track and quantify INP traffic between their networks based on the
CPN of each call by identifying CPNs which are INP'ed numbers. The Receiving
Party shall charge the Performing Party for each minute of INP traffic at the
INP Traffic Rate specified in subsection 14.5.3 in lieu of any other
compensation charges for terminating such traffic, except as provided in
subsection 14.5.2.
14.5.2 By the Interconnection Activation Date in each LATA, the
Parties shall jointly estimate for the prospective six months, based on historic
data of all traffic in the LATA, the percentages of such traffic that, if dialed
to telephone numbers bearing NPA-NXXs directly assigned to a Receiving Party (as
opposed to the INP'ed number), would have been subject to (i) Reciprocal
Compensation ("Recip Traffic"), (ii) appropriate intrastate FGD charges ("Intra
Traffic"), (iii) interstate FGD charges ("Inter Traffic"), or (iv) handling as
Transit Traffic. On the date which is six (6) months after the Interconnection
Activation Date, and thereafter on each succeeding six month anniversary of such
Interconnection Activation Date, the Parties shall establish new INP traffic
percentages to be applied in the prospectives six (6) month period based
39
on the Performing Party's choice of actual INP traffic percentages from the
preceding six (6) month period or historic data of all traffic in the LATA.
14.5.3 The INP Traffic Rate shall be equal to the sum of:
(Recip Traffic percentage times the Reciprocal Compensation Rate set forth in
-----
Exhibit A)
plus
----
(Intra Traffic percentage times Receiving Party's effective intrastate FGD
-----
rates)
plus
----
(Inter Traffic percentage times Receiving Party's effective interstate FGD
-----
rates).
The Receiving Party shall compensate the Performing Party for its billing
and collection of charges for the intrastate and interstate FGD access services
provided by the Receiving Party to a third party through the greater of (i) the
difference between the intrastate and interstate FGD rates of the Receiving
Party and the Performing Party, or (ii) three percent (3%) of the Performing
Party's intrastate and interstate FGD revenues for INP'ed numbers. Under no
circumstances shall the Performing Party, in performing the billing and
collections service on behalf of the Receiving Party, be obligated to pass
through more than ninety seven percent (97%) of its FGD access charge to the
Receiving Party in connection with any given INP'ed call.
14.6 RECOVERY OF INP COSTS PURSUANT TO FCC ORDER AND RULEMAKING
Notwithstanding anything to the contrary contained in this section 14, in
light of the FCC's First Report and Order and Further Notice of Proposed
Rulemaking, adopted June 27, 1996, in CC Docket 95-116 (the "Order"), the
Parties stipulate and agree as follows:
14.6.1 The rates listed in Exhibit A for the provision of INP are
appropriate amounts that each Party providing INP service should recover for the
provision of those INP functionalities in BA's operating territory. For the INP
functions it provides, each Party should be allowed to recover these amounts in
a manner consistent with any final FCC and/or Commission order on INP cost
recovery (such as a state-wide fund contributed to by all telecommunications
carriers).
14.6.2 Within three (3) weeks of the Effective Date, the Parties will
jointly seek a Commission proceeding and ruling to develop and implement an INP
cost recovery mechanism consistent with the policy described in the Order and/or
any subsequent FCC or Commission decision.
14.6.3 Until such time as a final FCC and/or Commission order,
pursuant to subsection 14.6.2 above, is implemented, each Party will provide INP
service to the other Party at the INP rates listed in Exhibit A. All revenues
received by the providing Party from its provision of INP service to the other
Party shall be placed into an escrow fund maintained by or tracked separately by
the providing Party. Upon issuance of a final FCC and/or Commission order, and
to the extent that it permits the Party providing INP to recover the associated
costs from a state-wide fund, the providing Party shall refund to the purchasing
Party an amount equal
40
to the amount it recovers from such fund for its provision of INP service to the
purchasing Party from the Effective Date, provided that in no event shall the
refund amount exceed the aggregate amount the providing Party has received from
the purchasing Party for INP services. If no such fund is ordered or
established, the providing Party shall retain the full amount of the revenues
tracked or held in escrow by it pursuant to this subsection 14.6.3.
14.6.4 The Parties agree that neither Party waives its rights to
advocate its views that are consistent with this subsection 14.6 on the
appropriate INP cost recovery mechanism, or to present such views before any
relevant regulatory body or other agency as they relate to FCC or Commission
actions on INP cost recovery.
15.0 DIALING PARITY -- SECTION 251(B)(3).
BA and MFS shall each provide the other with nondiscriminatory access to
such services and information as are necessary to allow the other Party to
implement dialing parity for Telephone Exchange Service, operator services,
directory assistance, and directory listing information with no unreasonable
dialing delays, as required under Section 251(b)(3) of the Act.
16.0 ACCESS TO RIGHTS-OF-WAY -- SECTION 251(B)(4).
Each Party shall provide the other Party access to its poles, ducts,
rights-of-way and conduits it owns or controls in conformance with 47 U.S.C. (S)
224, as set forth in Exhibit A, where facilities are available, on terms,
conditions and prices comparable to those offered to any other entity pursuant
to each Party's applicable Tariffs. Where no such Tariffs exist, such access
shall be provided in accordance with the requirements of 47 U.S.C. (S) 224,
including any FCC regulations that may be issued. In addition, the Parties agree
to review any existing rights-of-way arrangements between them in order to bring
such arrangements into conformance with the requirements of 47 U.S.C. (S) 224
within ninety (90) days of the date hereof. In conducting such review and making
the necessary conforming changes, if any, the Parties agree to consider the
appropriateness of applying such changes on a retroactive basis to the date
hereof. If the Parties are unable to agree on the necessary changes to the
existing arrangements or the appropriateness of applying them on a retroactive
basis, the Parties may invoke the procedures set forth in subsection 29.9 below.
17.0 DATABASES AND SIGNALING.
17.1 Each Party shall provide the other Party with access to databases and
associated signaling necessary for call routing and completion by providing SS7
Common Channel Signaling (CCS) Interconnection in accordance with existing
Tariffs, and Interconnection and access 800/888 databases, LIDB, and any other
necessary databases in accordance with existing Tariffs and/or agreements with
other unaffiliated carriers, as set forth in the Exhibit A. Alternatively,
either Party may secure CCS Interconnection from a commercial
41
SS7 hub provider, and in that case the other Party will permit the purchasing
Party to access the same databases as would have been accessible if the
purchasing party had connected directly to the other Party's CCS network.
17.2 The Parties will provide CCS Signaling to one another, where and as
available, in conjunction with all Local Traffic, Toll Traffic, Meet Point
Billing Traffic, and Transit Traffic. The Parties will cooperate on the exchange
of TCAP messages to facilitate interoperability of CCS-based features between
their respective networks, including all CLASS features and functions, to the
extent each Party offers such features and functions to its Customers. All CCS
Signaling parameters will be provided upon request (where available), including
called party number, calling party number, originating line information, calling
party category, and charge number. All privacy indicators will be honored. The
Parties will follow all Ordering and Billing Forum-adopted standards pertaining
to CIC/OZZ codes. Where CCS Signaling is not available, in-band multi-frequency
(MF) wink start signaling will be provided. Any such MF arrangement will require
a separate local trunk circuit between the Parties' respective switches. In such
an arrangement, each Party will outpulse the full ten-digit telephone number of
the called party to the other Party.
17.3 Each Party shall provide trunk groups, where available and upon
reasonable request, that are configured utilizing the B8ZS ESF protocol for 64
kbps clear channel transmission to allow for ISDN interoperability between the
Parties' respective networks.
17.4 The following publications describe the practices, procedures and
specifications generally utilized by BA for signaling purposes and is listed
herein to assist the Parties in meeting their respective Interconnection
responsibilities related to Signaling:
(a) Bellcore Special Report SR-TSV-002275, BOC Notes on the LEC
Networks - Signaling; and
(b) Xxxx Atlantic Supplement Common Channel Signaling Network
Interface Specification (BA-905).
17.5 Each Party shall charge the other Party mutual and reciprocal rates
for CCS Signaling as follows: BA shall charge MFS in accordance with Exhibit A
hereto and applicable Tariffs; MFS shall charge BA rates equal to the rates BA
charges MFS, unless MFS's Tariffs for CCS signaling provide for lower generally
available rates, in which case MFS shall charge BA such lower rates.
18.0 COORDINATED SERVICE ARRANGEMENTS.
18.1 INTERCEPT AND REFERRAL ANNOUNCEMENTS. When a Customer changes its
service provider from BA to MFS, or from MFS to BA, and does not retain its
original telephone number, the Party formerly providing service to such Customer
shall provide a referral announcement ("Referral Announcement") on the abandoned
telephone number which provides
42
details on the Customer's new number or provide other appropriate information to
the extent known. Referral Announcements shall be provided reciprocally, free of
charge to either the other Party or the Customer to the extent the providing
Party does not charge its own customers for such service, for a period of not
less than four (4) months after the date the Customer changes its telephone
number in the case of business Customers and not less than sixty (60) days after
the date the Customer changes its telephone number in the case of residential
Customers. However, if either Party provides Referral Announcements for
different periods than the above respective periods when its Customers change
their telephone numbers, such Party shall provide the same level of service to
Customers of the other Party.
18.2 COORDINATED REPAIR CALLS. MFS and BA will employ the following
procedures for handling misdirected repair calls:
18.2.1 MFS and BA will educate their respective Customers as to the
correct telephone numbers to call in order to access their respective repair
bureaus.
18.2.2 To the extent Party A is identifiable as the correct provider
of service to Customers that make misdirected repair calls to Party B, Party B
will immediately refer the Customers to the telephone number provided by Party
A, or to an information source that can provide the telephone number of Party A,
in a courteous manner and at no charge. In responding to misdirected repair
calls, neither Party shall make disparaging remarks about the other Party, its
services, rates, or service quality.
18.2.3 MFS and BA will provide their respective repair contact
numbers to one another on a reciprocal basis.
18.3 CUSTOMER AUTHORIZATION. In order for either Party to order or
terminate service on behalf of the other Party's Customer, the requesting Party
must have proper written authorization from the customer in its files, and
provide a copy of such authorization to the other Party upon request. In the
event the requesting Party (i) fails to provide a copy of the Customer's proper
written authorization upon request, (ii) requests changes in the other Party's
Customer's service without having such authorization in its files, or (iii)
mistakenly changes the other Party's Customer's service, the requesting Party
shall be liable to the other Party for all charges that would be applicable to
the Customer for restoring service to the other Party.
19.0 DIRECTORY SERVICES ARRANGEMENTS
BA will, upon request, provide the following directory services to MFS in
accordance with the terms set forth herein. In this Section 19, references to a
MFS Customer's "primary listing" shall mean such Customer's name, address, and
main telephone number, which number falls within the NXX codes directly assigned
to MFS or is retained by MFS on the Customer's behalf pursuant to LTNP
arrangements with BA or any other carrier within the geographic area covered in
the relevant BA directory.
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19.1 DIRECTORY LISTINGS AND DIRECTORY DISTRIBUTIONS
19.1.1 BA will include the MFS Customer's primary listing in its
"White Pages" directory (residence and business listings) and "Yellow Pages"
directory (business listings) that cover the address of the Customer. Listings
of MFS's Customers will be interfiled with listings of BA's Customers and the
Customers of other LECs included in the BA directories. MFS will pay BA a non-
recurring charge as set forth in Exhibit A for providing such service for each
MFS Customer's primary listing. MFS will also pay BA's Tariffed charges, as the
case may be, for additional and foreign white page listings and other white
pages services for MFS's Customers. BA will not require a minimum number of
listings per order.
19.1.2 BA will also include the MFS Customer's primary listing in
BA's directory assistance database on the same basis that BA's own Customers are
included, as well as in any electronic directories in which BA's Customers are
ordinarily included, for no charge other than the charges identified in
subsection 19.1.1.
19.1.3 BA will distribute to MFS Customers copies of their primary
white pages and yellow pages directories at the same time and on the same basis
that BA distributes primary directories to its own Customers. BA will also
deliver a reasonable number of such directories to MFS. These distributions will
be made for no additional charge. MFS and its Customers may request additional
directories from BA's Directory Fulfillment Centers, which Centers will provide
such additional directories for the same charges applicable to comparable
requests by BA Customers.
19.1.4 BA will include all MFS NXX codes associated with the areas
to which each directory pertains, along with BA's own NXX codes in any maps or
lists of such codes which are contained in the general reference portions of the
directories. MFS's NXX codes shall appear in such maps or lists in the same
manner as BA's NXX information.
19.1.5 MFS shall provide BA with daily listing information on all
new MFS Customers in the format required by BA or a mutually-agreed upon
industry standard format. The information shall include the Customer's name,
address, telephone number, the delivery address and number of directories to be
delivered, and, in the case of a business listing, the primary business heading
under which the business Customer desires to be placed, and any other
information necessary for the publication and delivery of directories. MFS will
also provide BA with daily listing information showing Customers that have
disconnected or terminated their service with MFS. BA will provide MFS with
confirmation of listing order activity within forty eight (48) hours.
19.1.6 BA will accord MFS's directory listing information the same
level of confidentiality which BA accords its own directory listing information,
and BA shall ensure that access to MFS's directory listing information will be
used solely for the purpose of providing directory services; provided, however,
that BA may use or license information contained in its directory listings for
direct marketing purposes so long as the MFS Customers are not separately
identified as such; and provided further that MFS may identify those of its
Customers that request
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that their names not be sold for direct marketing purposes, and BA will honor
such requests to the same extent as it does for its own Customers.
19.1.7 BA or BA's publisher shall provide MFS with a report of all
MFS Customer listings ninety (90) days prior to directory publication in such
form and format as may be mutually agreed to by both Parties. Both Parties shall
use their best efforts to ensure the accurate listing of such information. BA
will also provide MFS, upon request, a copy of the BA listings standards and
specifications manual. In addition, BA will provide MFS with a listing of Yellow
Pages headings and directory close schedules on an ongoing basis.
19.1.8 MFS will adhere to all practices, standards, and ethical
requirements of BA with regard to listings, and, by providing BA with listing
information, warrants to BA that MFS has the right to place such listings on
behalf of its Customers. MFS agrees that it will undertake commercially
practicable and reasonable steps to attempt to ensure that any business or
person to be listed is authorized and has the right (i) to provide the product
or service offered, and (ii) to use any personal or corporate name, trade name
or language used in the listing.
19.1.9 BA's liability to MFS in the event of a BA error in or
omission of a listing shall be subject to the same limitations that BA's
liability to its own Customers are subject to. In addition, MFS agrees to take,
with respect to its own Customers, all reasonable steps to ensure that its and
BA's liability to MFS's Customers in the event of a BA error in or omission of a
listing shall be subject to the same limitations that BA's liability to its own
Customers are subject to.
19.2 YELLOW PAGE MAINTENANCE. The Parties agree to work cooperatively to
ensure that Yellow Page advertisements purchased by Customers that switch their
service to MFS (including Customers utilizing MFS-assigned telephone numbers and
MFS Customers utilizing LTNP) are maintained without interruption. BA will allow
MFS Customers to purchase new Yellow Pages advertisements without
discrimination, under the identical rates, terms and conditions as apply to BA's
Customers. BA and MFS may implement a commission program whereby MFS may, at
MFS's sole discretion, act as a sales, billing and collection agent for Yellow
Pages advertisements purchased by MFS's Telephone Exchange Service Customers.
19.3 SERVICE INFORMATION PAGES. BA will include in the "Customer Guide"
or comparable section of the applicable white pages directories listings
provided by MFS for MFS's installation, repair and customer service and other
essential service oriented information, as agreed by the Parties, including
appropriate identifying logo. Such listings shall appear in the manner agreed to
by the Parties. BA shall not charge MFS for inclusion of this essential
service-oriented information, but reserves the right to impose charges on other
information MFS may elect to submit and BA may elect to accept for inclusion in
BA's white pages directories. BA will provide MFS with the annual directory
close dates and reasonable notice of any changes in said dates.
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19.4 DIRECTORY ASSISTANCE (DA); CALL COMPLETION
19.4.1 Upon request, BA will provide MFS with directory assistance
and/or call completion services substantially in accordance with the terms set
forth in the form Directory Assistance and Call Completion Services Agreement
appended hereto as Exhibit C.
19.4.2 Also upon request, BA will provide to MFS operator services
trunk groups, utilizing Feature Group D type signaling, with ANI, minus OZZ,
when interconnecting to the BA operator services network.
20.0 COORDINATION WITH TARIFF TERMS
20.1 The Parties acknowledge that some of the services, facilities, and
arrangements described herein are or will be available under and subject to the
terms of the federal or state tariffs of the other Party applicable to such
services, facilities, and arrangements. To the extent a Tariff of the providing
Party applies to any service, facility, and arrangement described herein, the
Parties agree as follows:
20.1.1 Those rates and charges set forth in Exhibit A for the
services, facilities, and arrangements described herein that are designated with
an asterisk shall remain fixed for the initial term of the Agreement,
notwithstanding that such rates may be different from those contained in an
effective, pending, or future Tariff of the providing Party (including any
changes to such Tariff subsequent to the Effective Date). Those rates and
charges for services, facilities, and arrangements that are not designated with
an asterisk, and reference or are identical to a rate contained in an existing
Tariff of the providing Party, shall conform with those contained in the then-
prevailing Tariff and vary in accordance with any changes that may be made to
the Tariff rates and charges subsequent to the Effective Date. Even the asterisk
fixed rates and charges shall be changed to reflect any changes in the Tariff
rates and charges they reference, however, if the Parties agree to adopt the
changed Tariff rates and charges.
20.2 Except with respect to the rates and charges described in subsection
20.1 above, all other terms contained in an applicable Tariff of the providing
Party shall apply in connection with its provision of the particular service,
facility, and arrangement hereunder.
21.0 INSURANCE
21.1 MFS shall maintain, during the term of this Agreement, all insurance
and/or bonds required by law and necessary to satisfy its obligations under this
Agreement, including, without limitation, its obligations set forth in Section
25 hereof. At a minimum and without limiting the foregoing covenant, MFS shall
maintain the following insurance:
(a) Commercial General Liability Insurance, on an occurrence basis,
including but not limited to, premises-operations, broad form property
damage, products/completed
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operations, contractual liability, independent contractors, and personal
injury, with limits of at least $1,000,000 combined single limit for each
occurrence.
(b) Automobile Liability, Comprehensive Form, with limits of at least
$500,000 combined single limit for each occurrence.
(c) Excess Liability, in the umbrella form, with limits of at least
$15,000,000 combined single limit for each occurrence.
(d) Worker's Compensation Insurance as required by law and Employer's
Liability Insurance with limits of not less than $1,000,000 per occurrence.
21.2 MFS shall name BA as an additional insured on the foregoing insurance.
MFS agrees that MFS's insurer(s) and anyone claiming by, through, under or on
behalf of MFS, shall have no claim, right of action, or right of subrogation,
against BA, BA's affiliated companies, or the directors, officers or employees
of BA or BA's affiliated companies, based on any loss or liability insurable
under the foregoing insurance.
21.3 MFS shall, within two (2) weeks of the date hereof and on a quarterly
basis thereafter, furnish certificates or other adequate proof of the foregoing
insurance. The certificates or other proof of the foregoing insurance shall be
sent to: Xxxx Atlantic, Insurance Administration Group, 0000 X. Xxxxx Xxxxx
Xxxx, 0xx Xxxxx, Xxxxxxxxx, Xxxxxxxx, 00000. In addition, MFS shall require its
agents, representatives, or contractors, if any, that may enter upon the
premises of BA or BA's affiliated companies to maintain similar and appropriate
insurance and, if requested, to furnish BA certificates or other adequate proof
of such insurance. Certificates furnished by MFS or MFS's agents,
representatives, or contractors shall contain a clause stating: "Xxxx Atlantic -
Virginia, Inc. shall be notified in writing at least thirty (30) days prior to
cancellation of, or any material change in, the insurance."
22.0 TERM AND TERMINATION.
22.1 This Agreement shall be effective as of the date first above written
and continue in effect until July 1, 1999, and thereafter the Agreement shall
continue in force and effect unless and until terminated as provided herein.
Upon the expiration of the initial term, either Party may terminate this
Agreement by providing written notice of termination to the other Party, such
written notice to be provided at least ninety (90) days in advance of the date
of termination. In the event of such termination, those service arrangements
made available under this Agreement and existing at the time of termination
shall continue without interruption under (a) new agreement executed by the
Parties, (b) standard Interconnection terms and conditions approved and made
generally effective by the Commission, (c) Tariff terms and conditions generally
available to CLEC, or (d) if none of the above is available, under the terms of
this Agreement on a month-to-month basis until such time as (a), (b), or (c)
becomes available.
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22.2 For service arrangements made available under this Agreement and
existing at the time of termination, if the standard Interconnection terms and
conditions or Tariff terms and conditions result in the non-terminating Party
physically rearranging facilities or incurring programming expense, the
non-terminating Party shall be entitled to recover such rearrangement or
programming costs, from the terminating Party. By mutual agreement, the Parties
may jointly petition the appropriate regulatory bodies for permission to have
this Agreement supersede any future standardized agreements or rules as such
regulators might adopt or approve.
22.3 If either Party defaults in the payment of any amount due hereunder,
or if either Party violates any other provision of this Agreement, and such
default or violation shall continue for sixty (60) days after written notice
thereof, the other Party may terminate this Agreement and services hereunder by
written notice; provided the other Party has provided the defaulting Party and
the appropriate federal and/or state regulatory bodies with written notice at
least twenty five (25) days' prior to terminating service. Notice shall be
posted by certified mail, return receipt requested. If the defaulting Party
cures the default or violation within the twenty five (25) day period, the other
Party will not terminate service or this Agreement but shall be entitled to
recover all costs, if any, incurred by it in connection with the default or
violation, including, without limitation, costs incurred to prepare for the
termination of service.
23.0 DISCLAIMER OF REPRESENTATIONS AND WARRANTIES.
EXCEPT AS EXPRESSLY PROVIDED UNDER THIS AGREEMENT, NEITHER PARTY MAKES ANY
WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES, FUNCTIONS AND
PRODUCTS IT PROVIDES UNDER OR CONTEMPLATED BY THIS AGREEMENT AND THE PARTIES
DISCLAIM THE IMPLIED WARRANTIES OF MERCHANTABILITY OR OF FITNESS FOR A
PARTICULAR PURPOSE.
24.0 CANCELLATION CHARGES.
Except as provided in this Agreement or as otherwise provided in any
applicable Tariff, no cancellation charges shall apply.
25.0 INDEMNIFICATION.
25.1 Each Party agrees to release, indemnify, defend and hold harmless the
other Party from and against all losses, claims, demands, damages, expenses,
suits or other actions, or any liability whatsoever, including, but not limited
to, costs and attorneys' fees (collectively, a "Loss"), (a) whether suffered,
made, instituted, or asserted by any other party or person, (i) relating to
personal injury to or death of any person, or for loss, damage to, or
destruction of real and/or personal property, whether or not owned by others,
incurred during the term of this Agreement and to the extent proximately caused
by the acts or omissions of the indemnifying Party, regardless of the form of
action, or (ii) arising out of BA's listing of the directory listing information
provided by
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MFS pursuant to subsection 19.1, or (b) suffered, made, instituted, or asserted
by its own customer(s) against the other Party arising out the other Party's
provision of services to the indemnifying Party under this Agreement.
Notwithstanding the foregoing indemnification, nothing in this such Section 25.
shall affect or limit any claims, remedies, or other actions the indemnifying
Party may have against the indemnified Party under this Agreement, any other
contract, or any applicable Tariff(s), regulations or laws for the indemnified
Party's provision of said services.
25.2 The indemnification provided herein shall be conditioned upon:
(a) The indemnified Party shall promptly notify the indemnifying
Party of any action taken against the indemnified Party relating to the
indemnification.
(b) The indemnifying Party shall have sole authority to defend any
such action, including the selection of legal counsel, and the indemnified
Party may engage separate legal counsel only at its sole cost and expense.
(c) In no event shall the indemnifying Party settle or consent to any
judgment pertaining to any such action without the prior written consent of
the indemnified Party, which consent shall not be unreasonably withheld.
(d) The indemnified Party shall, in all cases, assert any and all
provisions in its Tariffs that limit liability to third parties as a bar to
any recovery by the third party claimant in excess of such limitation of
liability.
(e) The indemnified Party shall offer the indemnifying Party all
reasonable cooperation and assistance in the defense of any such action.
25.3 In addition to its indemnity obligations under subsection 25.1, each
Party shall provide, in its tariffs and contracts with its Customers that relate
to any Telecommunications Service or Network Element provided or contemplated
under this Agreement, that in no case shall such Party or any of its agents,
contractors or others retained by such parties be liable to any Customer or
third party for (i) any Loss relating to or arising out of this Agreement,
whether in contract or tort, that exceeds the amount such Party would have
charged the applicable Customer for the service(s) or function(s) that gave rise
to such Loss, and (ii) any Consequential Damages (as defined in subsection 26.2
below).
26.0 LIMITATION OF LIABILITY.
26.1 Except as may be provided pursuant to Section 27 below, the liability
of either Party to the other Party for damages arising out of failure to comply
with a direction to install, restore or terminate facilities; or out of
failures, mistakes, omissions, interruptions, delays, errors, or defects
occurring in the course of furnishing any services, arrangements, or facilities
hereunder shall be determined in accordance with the terms of the applicable
tariff(s) of the providing Party. In the event no tariff(s) apply, the providing
Party's liability shall not exceed an amount equal to the pro
49
rata monthly charge for the period in which such failures, mistakes, omissions,
interruptions, delays, errors or defects occur. Recovery of said amount shall be
the injured Party's sole and exclusive remedy against the providing Party for
such failures, mistakes, omissions, interruptions, delays, errors or defects.
26.2 Neither Party shall be liable to the other in connection with the
provision or use of services offered under this Agreement for indirect,
incidental, consequential, reliance or special damages, including (without
limitation) damages for lost profits (collectively, "Consequential Damages"),
regardless of the form of action, whether in contract, warranty, strict
liability, or tort, including, without limitation, negligence of any kind, even
if the other Party has been advised of the possibility of such damages;
provided, that the foregoing shall not limit a Party's obligation under Section
25.
26.3 The Parties agree that neither Party shall be liable to the customers
of the other Party in connection with its provision of services to the other
Party under this Agreement. Nothing in this Agreement shall be deemed to create
a third party beneficiary relationship between the Party providing the service
and the customers of the Party purchasing the service. In the event of a dispute
involving both Parties with a customer of one Party, both Parties shall assert
the applicability of any limitations on liability to customers that may be
contained in either Party's applicable Tariff(s).
27.0 PERFORMANCE STANDARDS FOR SPECIFIED ACTIVITIES.
27.1 CERTAIN DEFINITIONS. When used in this Section 27, the following
terms shall have the meanings indicated:
27.1.1 "Specified Performance Breach" means the failure by BA to meet
the Performance Criteria for any one of the three Specified Activities for a
period of three (3) consecutive calendar months.
27.1.2 "Specified Activity" means any of the following activities:
(a) the installation by BA of Unbundled Local Loop Elements for MFS
("ULL Installation");
(b) BA's provision of INP to MFS or
(c) repair of out of service problems for MFS ("Out of Service
Repairs").
27.1.3 "Performance Criteria" means, with respect to any calendar
month during the term of this Agreement, the performance by BA during such month
of each Specified Activity (except Out-of-Service Repairs) shown in Schedule
27.0, within the time interval shown, in at least eighty percent (80%) of the
covered instances. BA shall perform the Out-of-Service Repairs within the
specified time interval in at least seventy percent (70%) of the covered
50
instances. Within one week of each anniversary of the Effective Date, the
Parties shall jointly review BA's actual network-wide monthly performance
percentages for Out-of-Service Repairs for the preceding year and agree upon any
improvements in the seventy percent (70%) standard based on the actual
percentages for any three consecutive month period and/or the full preceding
year, up to and including an eighty percent (80%) standard, as the
Out-of-Service Repairs percentage standard applicable to the following year.
27.2 PERFORMANCE STANDARDS. BA shall exercise best efforts to meet the
Performance Criteria for the three Specified Activities. In the event BA fails
to meet the Performance Criteria at any time during the term of this Agreement,
MFS shall be entitled to pursue all remedies set forth in the applicable BA
Tariffs, except as may be agreed to by the Parties. In addition, if BA commits a
Specified Performance Breach during the term of this Agreement, the Parties
agree to meet immediately to determine whether any liquidated damages provisions
are appropriate as an amendment hereof in light of such Breach and, if so, the
terms therein; provide, however, that if BA commits a Specified Performance
Breach during initial nine (9) months of this Agreement, the Parties agree to
meet at the end of the nine-month period. If the Parties are unable to agree as
to the appropriateness of the liquidated damages provisions and/or the terms
therein within ninety (90) days after the date of the first meeting pursuant to
this subsection, or if no such meeting has occurred within ninety (90) days of
the end of the nine-month period for reasons other than the mutual agreement of
the Parties, the Parties agree to submit to arbitration such disagreement and
request that the arbitrators base their decision on comparable ILEC-CLEC
interconnection agreements. Unless otherwise agreed to by the Parties, the
arbitration shall be conducted by a panel of three (3) arbitrators, one to be
appointed by each Party pursuant to CPR's Non-Administered Arbitration Rules and
subject to the United States Arbitration Act (9 U.S.C (S)(S) 1-16), to be
conducted in Arlington, Virginia. The Parties agree that the liquidated damages
provisions, if any, finally determined by the arbitral process shall be adopted
as an amendment to this Agreement.
27.3 LIMITATIONS. In no event shall BA be deemed to have failed to meet
any of the Performance Criteria if:
27.3.1 BA's failure to meet or exceed any of the Performance
Criteria is caused, directly or indirectly, by a Delaying Event. A "Delaying
Event" means (a) a failure by MFS to perform any of its obligations set forth in
this Agreement (including, without limitation, the Implementation Schedule and
the Joint Grooming Plan), (b) any delay, act or failure to act by a Customer,
agent, representative, or subcontractor of MFS or (c) any Force Majeure Event.
If a Delaying Event prevents or delays BA from performing a Specified Activity,
then such Specified Activity shall be excluded from the calculation of BA's
compliance with the Performance Criteria, provided BA performs the Specified
Activity in the course of its normal service cycle once the Delaying Event no
longer exists; or
27.3.2 the Parties agree to a time interval with respect to a
particular order that exceeds the interval set forth in Schedule 27. In such
event, the time interval for BA's performance of the Specified Activit(ies) set
forth in the order shall be extended to such later date agreed to by the
Parties.
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27.4 SERVICE QUALITY STANDARDS. MFS agrees to specific performance
standards associated with quality of service requests as specified in Schedule
27.1. Should MFS fail to meet these service quality standards, during a period
in which BA has failed to meet the Performance Criteria, BA's failure during
such time period shall be excused and not apply toward the calculation of a
Specified Performance Breach.
27.5 RECORDS. Each Party shall maintain complete and accurate records in
the manner and format agreed to by the Parties, on a monthly basis, of BA's
performance under this Agreement of each Specified Activity and its compliance
with the Performance Criteria during the initial nine-month period. Each Party
shall provide to the other Party such records in a self-reporting format on a
monthly basis. The Parties agree that such records shall be deemed "Proprietary
Information" for purposes of subsection 29.4.
28.0 COMPLIANCE WITH LAWS; REGULATORY APPROVAL.
28.1 Each Party represents and warrants that it is now and will remain in
compliance with all laws, regulations, and orders applicable to the performance
of its obligations hereunder (collectively, "Applicable Laws"). Each Party shall
promptly notify the other Party in writing of any governmental action that
suspends, cancels, withdraws, limits, or otherwise materially affects its
ability to perform its obligations hereunder.
28.2 The Parties understand and agree that this Agreement will be filed
with the Commission and may thereafter be filed with the FCC. The Parties
covenant and agree that this Agreement is satisfactory to them as an agreement
under Section 251 of the Act. Each Party covenants and agrees to fully support
approval of this Agreement by the Commission or the FCC under Section 252 of the
Act without modification. The Parties, however, reserve the right to seek
regulatory relief and otherwise seek redress from each other regarding
performance and implementation of this Agreement.
28.3 The Parties recognize that the FCC is currently promulgating
regulations implementing the Act, including, without limitation, Sections 251,
252, and 271 thereof (the "FCC Regulations"), that may affect the terms
contained in this Agreement. In the event that any one or more of the provisions
contained herein is inconsistent with any such FCC Regulations, the Parties
agree to make only the minimum revisions necessary to eliminate the
inconsistency. Such minimum changes to conform this Agreement to the FCC
Regulations shall not be considered material, and shall not require further
Commission approval (beyond any Commission approval required under Section
252(e) of the Act).
28.4 In the event any Applicable Law other than the FCC Regulations
requires modification of any material term(s) contained in this Agreement,
either Party may require a renegotiation of the term(s) that require direct
modification as well as of any term(s) that are reasonably affected thereby. If
neither Party requests a renegotiation or if an Applicable Law requires
modification of any non-material term(s), then the Parties agree to make only
the minimum
52
modifications necessary, and the remaining provisions of this Agreement shall
remain in full force and effect. For purposes of this subsection 28.4 and
without limitation of any other modifications required by Applicable Laws, the
Parties agree that any modification required by Applicable Laws (i) to the two-
tier Reciprocal Call Termination compensation structure for the transport and
termination of Local Traffic described in Exhibit A, or (ii) that affects either
Party's receipt of reciprocal compensation for the transport and termination of
Local Traffic, shall be deemed to be a modification of a material term that
requires immediate good faith renegotiation between the Parties. Until such
renegotiation results in a new agreement or an amendment to this Agreement
between the Parties, the Parties agree that (y) in the case of (i) above, they
will pay each other appropriate transport charges in addition to the usual call
termination charge for Local Traffic that it delivers to the other Party's Local
Serving Wire Center, provided each Party continues to offer the option of
delivering Local Traffic to another IP in the LATA at the usual call termination
charge only, and (z) in the case of (ii) above, the Party whose receipt of
reciprocal compensation is affected shall not be obligated to pay the other
Party reciprocal compensation for the other Party's transport and termination of
the same kind of Local Traffic delivered by the affected Party in excess of what
the affected Party is permitted to receive and retain.
29.0 MISCELLANEOUS.
29.1 AUTHORIZATION.
29.1.1 BA is a corporation duly organized, validly existing and in
good standing under the laws of the Commonwealth of Virginia and has full power
and authority to execute and deliver this Agreement and to perform the
obligations hereunder on behalf of BA.
29.1.2 MFS is a corporation duly organized, validly existing and in
good standing under the laws of the State of Delaware and has full power and
authority to execute and deliver this Agreement and to perform its obligations
hereunder.
29.2 INDEPENDENT CONTRACTOR. Each Party shall perform services hereunder
as an independent contractor and nothing herein shall be construed as creating
any other relationship between the Parties. Each Party and each Party's
contractor shall be solely responsible for the withholding or payment of all
applicable federal, state and local income taxes, social security taxes and
other payroll taxes with respect to their employees, as well as any taxes,
contributions or other obligations imposed by applicable state unemployment or
workers' compensation acts. Each Party has sole authority and responsibility to
hire, fire and otherwise control its employees.
29.3 FORCE MAJEURE. Neither Party shall be responsible for delays or
failures in performance resulting from acts or occurrences beyond the reasonable
control of such Party, regardless of whether such delays or failures in
performance were foreseen or foreseeable as of the date of this Agreement,
including, without limitation: adverse weather conditions, fire, explosion,
power failure, acts of God, war, revolution, civil commotion, or acts of public
enemies; any law, order, regulation, ordinance or requirement of any government
or legal body; or labor unrest, including, without limitation, strikes,
slowdowns, picketing or boycotts; or delays caused by the
53
other Party or by other service or equipment vendors; or any other circumstances
beyond the Party's reasonable control. In such event, the affected Party shall,
upon giving prompt notice to the other Party, be excused from such performance
on a day-to-day basis to the extent of such interferences (and the other Party
shall likewise be excused from performance of its obligations on a day-for-day
basis to the extent such Party's obligations relate to the performance so
interfered with). The affected Party shall use its best efforts to avoid or
remove the cause(s) of non-performance and both Parties shall proceed to perform
with dispatch once the cause(s) are removed or cease.
29.4 CONFIDENTIALITY.
29.4.1 All information, including but not limited to specification,
microfilm, photocopies, magnetic disks, magnetic tapes, drawings, sketches,
models, samples, tools, technical information, data, employee records, maps,
financial reports, and market data, (i) furnished by one Party to the other
Party dealing with customer specific, facility specific, or usage specific
information, other than customer information communicated for the purpose of
publication or directory database inclusion, or (ii) in written, graphic,
electromagnetic, or other tangible form and marked at the time of delivery as
"Confidential" or "Proprietary," or (iii) communicated orally and declared to
the receiving Party at the time of delivery, or by written notice given to the
receiving Party within ten (10) days after delivery, to be "Confidential" or
"Proprietary" (collectively referred to as "Proprietary Information"), shall
remain the property of the disclosing Party.
29.4.2 Each Party shall keep all of the other Party's Proprietary
Information confidential and shall use the other Party's Proprietary Information
only for performing the covenants contained in this Agreement. Neither Party
shall use the other Party's Proprietary Information for any other purpose except
upon such terms and conditions as may be agreed upon between the Parties in
writing.
29.4.3 Unless otherwise agreed, the obligations of confidentiality
and non-use set forth in this Agreement do not apply to such Proprietary
Information that:
(a) was, at the time of receipt, already known to the receiving Party
free of any obligation to keep it confidential as evidenced by written
records prepared prior to delivery by the disclosing Party; or
(b) is or becomes publicly known through no wrongful act of the
receiving Party; or
(c) is rightfully received from a third person having no direct or
indirect secrecy or confidentiality obligation to the disclosing Party with
respect to such information; or
(d) is independently developed by an employee, agent, or contractor of
the receiving Party that is not involved in any manner with the provision
of services pursuant to this Agreement and does not have any direct or
indirect access to the Proprietary Information; or
54
(e) is approved for release by written authorization of the
disclosing Party; or
(f) is required to be made public by the receiving Party pursuant
to applicable law or regulation, provided that the receiving Party shall
give sufficient notice of the requirement to the disclosing Party to enable
the disclosing Party to seek protective orders.
29.4.4 Upon request by the disclosing Party, the receiving Party
shall return all tangible copies of Proprietary Information, whether written,
graphic or otherwise, except that the receiving Party may retain one copy for
archival purposes only.
29.4.5 Notwithstanding any other provision of this Agreement, the
provisions of this subsection 29.4 shall apply to all Proprietary Information
furnished by either Party to the other in furtherance of the purpose of this
Agreement, even if furnished before the Effective Date.
29.5 CHOICE OF LAW. The construction, interpretation and performance of
this Agreement shall be governed by and construed in accordance with the laws of
the state in which this Agreement is to be performed, except for its conflicts
of laws provisions. In addition, insofar as and to the extent federal law may
apply, federal law will control.
29.6 TAXES
29.6.1. In General. With respect to any purchase hereunder of
----------
services, facilities or arrangements, if any federal, state or local tax, fee,
surcharge or other tax-like charge (a "Tax") is required or permitted by
Applicable Law (as defined in subsection 28.1) to be collected from the
purchasing Party by the providing Party, then (i) the providing Party shall
properly xxxx the purchasing Party for such Tax, (ii) the purchasing Party shall
timely remit such Tax to the providing Party and (iii) the providing Party shall
timely remit such collected Tax to the applicable taxing authority.
29.6.2. Taxes Imposed on the Providing Party. With respect to any
------------------------------------
purchase hereunder of services, facilities or arrangements, if any federal,
state or local Tax is imposed by Applicable Law on the receipts of the providing
Party, which law permits the providing Party to exclude certain receipts
received from sales for resale to a public utility, distributor, telephone
company ("Telecommunications Company"), such exclusion being based solely on the
fact that the purchasing Party is also subject to a tax based upon receipts
("Receipts Tax"), then the purchasing Party (i) shall provide the providing
Party with notice in writing in accordance with subsection 29.6.6 of this
Agreement of its intent to pay the Receipts Tax and (ii) shall timely pay the
Receipts Tax to the applicable tax authority.
29.6.2. Taxes Imposed on Customers. With respect to any purchase
--------------------------
hereunder of services, facilities or arrangements that are resold to a third
party, if any federal, state or local Tax is imposed by Applicable Law on the
subscriber, end-user, Customer or ultimate consumer ("Subscriber") in
connection with any such purchase, which a Telecommunications Company is
55
required to impose and/or collect from a Subscriber, then the purchasing Party
(i) shall be required to impose and/or collect such Tax from the Subscriber and
(ii) shall timely remit such Tax to the applicable taxing authority.
29.6.4 Liability for Uncollected Tax, Interest and Penalty. If
---------------------------------------------------
the providing Party has not received an exemption certificate and fails to
collect any Tax as required by subsection 29.6.1, then, as between the providing
Party and the purchasing Party, (i) the purchasing Party shall remain liable for
such uncollected Tax and (ii) the providing Party shall be liable for any
interest assessed thereon and any penalty assessed with respect to such
uncollected Tax by such authority. If the providing Party properly bills the
purchasing Party for any Tax but the purchasing Party fails to remit such Tax to
the providing Party as required by subsection 29.6.1, then, as between the
providing Party and the purchasing Party, the purchasing Party shall be liable
for such uncollected Tax and any interest assessed thereon, as well as any
penalty assessed with respect to such uncollected Tax by the applicable taxing
authority. If the providing Party does not collect any Tax as required by
subsection 29.6.1 because the purchasing Party has provided such providing Party
with an exemption certificate that is later found to be inadequate by a taxing
authority, then, as between the providing Party and the purchasing Party, the
purchasing Party shall be liable for such uncollected Tax and any interest
assessed thereon, as well as any penalty assessed with respect to such
uncollected Tax by the applicable taxing authority. If the purchasing Party
fails to pay the Receipts Tax as required by subsection 29.6.2, then, as between
the providing Party and the purchasing Party, (x) the providing Party shall be
liable for any tax imposed on its receipts and (y) the purchasing Party shall be
liable for any interest assessed thereon and any penalty assessed upon the
providing Party with respect to such Tax by such authority. If the purchasing
party fails to impose and/or collect any Tax from Subscribers as required by
subsection 29.6.3, then, as between the providing Party and the purchasing
Party, the purchasing Party shall remain liable for such uncollected Tax and any
interest assessed thereon, as well as any penalty assessed with respect to such
uncollected Tax by the applicable taxing authority. With respect to any Tax that
the purchasing Party has agreed to pay, or is required to impose on and/or
collect from Subscribers, the purchasing Party agrees to indemnify and hold the
providing Party harmless on an after-tax basis for any costs incurred by the
providing Party as a result of actions taken by the applicable taxing authority
to recover the Tax from the providing Party due to the failure of the purchasing
Party to timely pay, or collect and timely remit, such Tax to such authority. In
the event either Party is audited by a taxing authority, the other Party agrees
to cooperate fully with the Party being audited in order to respond to any audit
inquiries in a proper and timely manner so that the audit and/or any resulting
controversy may be resolved expeditiously.
29.6.5. Tax Exemptions and Exemption Certificates. If Applicable
-----------------------------------------
Law clearly exempts a purchase hereunder from a Tax, and if such Law also
provides an exemption procedure, such as an exemption-certificate requirement,
then, if the purchasing Party complies with such procedure, the providing Party
shall not collect such Tax during the effective period of such exemption. Such
exemption shall be effective upon receipt of the exemption certificate or
affidavit in accordance with the terms set forth in subsection 29.6.6. If
Applicable Law clearly exempts a purchase hereunder from a Tax, but does not
also provide an exemption procedure, then the providing Party shall not collect
such Tax if the purchasing Party (i) furnishes the
56
providing Party with a letter signed by an officer requesting such an exemption
and citing the provision in the Law which clearly allows such exemption and
(ii) supplies the providing Party with an indemnification agreement, reasonably
acceptable to the providing Party (e.g., an agreement commonly used in the
industry), which holds the providing Party harmless on an after-tax basis with
respect to its forbearing to collect such Tax.
29.6.6. Notices for Purposes of this Subsection 29.6. All notices,
---------------------------------------------
affidavits, exemption-certificates or other communications required or permitted
to be given by either Party to the other, for purposes of this subsection 29.6,
shall be made in writing and shall be delivered in person or sent by certified
mail, return receipt requested, or registered mail, or a courier service
providing proof of service, and sent to the addressees set forth in subsection
29.10 as well as to the following:
To Xxxx Atlantic: Tax Administration
Xxxx Atlantic Network Services, Inc.
0000 Xxxx Xxxxxx
00xx Xxxxx
Xxxxxxxxxxxx, XX 00000
To MFS: Corporate Tax Department
MFS Communications Company, Inc.
00000 Xxxxxxx Xxxxx Xxxxx
Xxxxx, Xxxxxxxx 00000
Either Party may from time to time designate another address or other addressees
by giving notice is accordance with the terms of this subsection 29.6. Any
notice or other communication shall be deemed to be given when received.
29.7 ASSIGNMENT. Neither Party shall assign this Agreement nor any of its
rights or obligations hereunder without the prior written consent of the other
Party, which consent shall not be unreasonably withheld. Any assignment or
delegation in violation of this subsection 29.7 shall be void and ineffective
and constitute a default of this Agreement.
29.8 BILLING AND PAYMENT; DISPUTED AMOUNTS.
29.8.1 Except may otherwise be provided in this Agreement, each Party
shall submit on a monthly basis an itemized statement of charges incurred by
the other Party during the preceding month(s) for services rendered hereunder.
Payment of billed amounts under this Agreement, whether billed on a monthly
basis or as otherwise provided herein, shall be due, in immediately available
U.S. funds, within thirty (30) days of the date of such statement.
29.8.2 Although it is the intent of both Parties to submit timely and
accurate statements of charges, failure by either Party to present statements to
the other Party in a timely manner shall not constitute a breach or default, or
a waiver of the right to payment of the incurred charges, by the billing Party
under this Agreement, and the billed Party shall not be entitled to
57
dispute the billing Party' statement(s) based on such Party's failure to submit
them in a timely fashion.
29.8.3 If any portion of an amount due to a Party (the "Billing
Party") under this Agreement is subject to a bona fide dispute between the
Parties, the Party billed (the "Non-Paying Party") shall within sixty (60) days
of its receipt of the invoice containing such disputed amount give notice to the
Billing Party of the amounts it disputes ("Disputed Amounts") and include in
such notice the specific details and reasons for disputing each item. The
Non-Paying Party shall pay when due (i) all undisputed amounts to the Billing
Party and (ii) all Disputed Amounts into an interest bearing escrow account with
a third party escrow agent mutually agreed upon by the Parties.
29.8.4 If the Parties are unable to resolve the issues related to
the Disputed Amounts in the normal course of business within ninety (90) days
after delivery to the Billing Party of notice of the Disputed Amounts, each of
the Parties shall appoint a designated representative that has authority to
settle the dispute and that is at a higher level of management than the persons
with direct responsibility for administration of this Agreement. The designated
representatives shall meet as often as they reasonably deem necessary in order
to discuss the dispute and negotiate in good faith in an effort to resolve such
dispute. The specific format for such discussions will be left to the discretion
of the designated representatives, however all reasonable requests for relevant
information made by one Party to the other Party shall be honored.
29.8.5 If the Parties are unable to resolve issues related to the
Disputed Amounts within forty-five (45) days after the Parties' appointment of
designated representatives pursuant to subsection 29.8.4, then either Party may
file a complaint with the Commission to resolve such issues or proceed with any
other remedy pursuant to law or equity. The Commission may direct release of any
or all funds (including any accrued interest) in the escrow account, plus
applicable late fees, to be paid to either Party.
29.8.6 The Parties agree that all negotiations pursuant to this
subsection 29.8 shall remain confidential and shall be treated as compromise and
settlement negotiations for purposes of the Federal Rules of Evidence and state
rules of evidence.
29.8.7 Any undisputed amounts not paid when due shall accrue
interest from the date such amounts were due at the lesser of (i) one and one-
half percent (1-1/2%) per month or (ii) the highest rate of interest that may be
charged under applicable law.
29.9 DISPUTE RESOLUTION. Any dispute between the Parties regarding the
interpretation or enforcement of this Agreement or any of its terms shall be
addressed by good faith negotiation between the Parties, in the first instance.
Should such negotiations fail to resolve the dispute in a reasonable time,
either Party may initiate an appropriate action in any regulatory or judicial
forum of component jurisdiction.
58
29.10 NOTICES. Notices given by one Party to the other Party under this
Agreement shall be in writing and shall be (a) delivered personally, (b)
delivered by express delivery service, (c) mailed, certified mail or first class
U.S. mail postage prepaid, return receipt requested, or (d) delivered by
telecopy to the following addresses of the Parties:
To MFS:
MFS Intelenet of Virginia, Inc.
00 Xxxxxxxxx Xx.
00xx Xxxxx
Xxx Xxxx, XX 00000
Attn: Director, Regulatory Affairs - Eastern Region
Facsimile: 212/843-3060
To Xxxx Atlantic:
Director - Interconnection Services
Xxxx Atlantic Network Services, Inc.
0000 X. Xxxxxxxxxx Xxxx
0xx Xxxxx
Xxxxxxxxx, XX 00000
Facsimile: 703/974-2183
with a copy to:
Vice President and General Counsel
Xxxx Atlantic - Virginia, Inc.
000 Xxxx Xxxx Xxxxxx
00xx Xxxxx
Xxxxxxxx, XX 00000
Facsimile: (000) 000-0000
or to such other address as either Party shall designate by proper notice.
Notices will be deemed given as of the earlier of (i) the date of actual receipt
(ii) the next business day when notice is sent via express mail or personal
delivery, (iii) three (3) days after mailing in the case of first class or
certified U.S. mail, or (iv) on the date set forth on the confirmation in the
case of telecopy.
29.11 SECTION 252(I) OBLIGATIONS.
29.11.1 If, at any time during the term of this Agreement, either
Party enters into an agreement to provide an integrated package of services or
arrangements substantially similar to that described herein to another CLEC (in
the case of BA), or another incumbent LEC (in the case of MFS), operating within
the same state to which this Agreement applies, on terms significantly
59
different than those available under this Agreement (the "Other Agreement"),
then the other Party may opt to adopt, on a prospective basis only, the rates,
terms, and conditions contained in the Other Agreement (i) in its entirety, or
(ii) that relate directly to any of the following individual services, Network
Elements, or arrangements, for its own reciprocal arrangements with the first
Party, including, without limitation, any term or volume commitments or network
architecture configurations:
(a) Unbundled Loop Elements - Section 251(c)(3) of the Act (Section
11 of this Agreement); or
(b) Collocation - Section 251(c)(6) of the Act (Section 13 of this
Agreement); or
(c) Number Portability - Section 251(b)(2) of the Act (Section 14 of
this Agreement); or
(d) Access to Rights of Way - Section 251(b)(4) of the Act (Section
16 of this Agreement).
(e) transiting arrangements.
29.11.2 To the extent the exercise of the foregoing options requires
a rearrangement of facilities by the providing Party, the opting Party shall be
liable for the non-recurring charges associated therewith.
29.11.3 The Party electing to exercise such option shall do so by
delivering written notice to the first Party. Upon receipt of said notice by the
first Party, the Parties shall amend this Agreement to provide the same rates,
terms and conditions to the notifying Party for the remaining term of this
Agreement; provided, however, that the Party exercising its option under this
subsection 29.11 must continue to provide the same services or arrangements to
the first Party as required by this Agreement, subject either to the rates,
terms, and conditions applicable to the first Party in its agreement with the
third party or to the rates, terms, and conditions of this Agreement, whichever
is more favorable to the first Party in its sole determination.
29.11.4 BA represents and warrants that, as of the date of this
Agreement, it has not entered into any comparable Interconnection agreement with
any other CLEC in BA's service territory that is significantly more favorable
than the terms contained herein. BA makes no warranty or representation with
respect to its Interconnection arrangements with its affiliates or ITCs.
29.12 JOINT WORK PRODUCT. This Agreement is the joint work product of the
Parties and has been negotiated by the Parties and their respective counsel and
shall be fairly interpreted in accordance with its terms and, in the event of
any ambiguities, no inferences shall be drawn against either Party.
60
29.13 NO THIRD PARTY BENEFICIARIES; DISCLAIMER OF AGENCY. This Agreement
is for the sole benefit of the Parties and their permitted assigns, and nothing
herein express or implied shall create or be construed to create any third-party
beneficiary rights hereunder. Except for provisions herein expressly authorizing
a Party to act for another, nothing in this Agreement shall constitute a Party
as a legal representative or agent of the other Party, not shall a Party have
the right or authority to assume, create or incur any liability or any
obligation of any kind, express or implied, against or in the name or on behalf
of the other Party unless otherwise expressly permitted by such other Party.
Except as otherwise expressly provided in this Agreement, no Party undertakes to
perform any obligation of the other Party, whether regulatory or contractual, or
to assume any responsibility for the management of the other Party's business.
29.14 NO LICENSE.
29.14.1 Nothing in this Agreement shall be construed as the grant
of a license, either express or implied, with respect to any patent, copyright,
trademark, trade name, trade secret or any other proprietary or intellectual
property now or hereafter owned, controlled or licensable by either Party.
Neither Party may use any patent, copyrightable materials, trademark, trade
name, trade secret or other intellectual property right of the other Party
except in accordance with the terms of a separate license agreement between the
Parties granting such rights.
29.14.2 Neither Party shall have any obligation to defend,
indemnify or hold harmless, or acquire any license or right for the benefit of,
or owe any other obligation or have any liability to, the other Party or its
customers based on or arising from any claim, demand, or proceeding by any third
party alleging or asserting that the use of any circuit, apparatus, or system,
or the use of any software, or the performance of any service or method, or the
provision of any facilities by either Party under this Agreement, alone or in
combination with that of the other Party, constitutes direct, vicarious or
contributory infringement or inducement to infringe, misuse or misappropriation
of any patent, copyright, trademark, trade secret, or any other proprietary or
intellectual property right of any Party or third party. Each Party, however,
shall offer to the other reasonable cooperation and assistance in the defense of
any such claim.
29.14.3 NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, THE
PARTIES AGREE THAT NEITHER PARTY HAS MADE, AND THAT THERE DOES NOT EXIST, ANY
WARRANTY, EXPRESS OR IMPLIED, THAT THE USE BY THE PARTIES OF THE OTHER'S
FACILITIES, ARRANGEMENTS, OR SERVICES PROVIDED UNDER THIS AGREEMENT SHALL NOT
GIVE RISE TO A CLAIM BY ANY THIRD PARTY OF INFRINGEMENT, MISUSE, OR
MISAPPROPRIATION OF ANY INTELLECTUAL PROPERTY RIGHT OF SUCH THIRD PARTY.
29.15 TECHNOLOGY UPGRADES. Nothing in this Agreement shall limit BA's
ability to upgrade its network through the incorporation of new equipment, new
software or otherwise. BA shall provide MFS written notice at least ninety (90)
days prior to the incorporation of any such upgrades in BA's network that will
materially affect MFS's service. MFS shall be solely responsible for the cost
and effort of accommodating such changes in its own network.
61
29.16 SURVIVAL. The Parties' obligations under this Agreement which by
their nature are intended to continue beyond the termination or expiration of
this Agreement shall survive the termination or expiration of this Agreement.
29.17 ENTIRE AGREEMENT. The terms contained in this Agreement and any
Schedules, Exhibits, tariffs and other documents or instruments referred to
herein, which are incorporated into this Agreement by this reference, constitute
the entire agreement between the Parties with respect to the subject matter
hereof, superseding all prior understandings, proposals and other
communications, oral or written. Neither Party shall be bound by any preprinted
terms additional to or different from those in this Agreement that may appear
subsequently in the other Party's form documents, purchase orders, quotations,
acknowledgments, invoices or other communications.
29.18 COUNTERPARTS. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original and all of which
together shall constitute one and the same instrument.
29.19 MODIFICATION, AMENDMENT, SUPPLEMENT, OR WAIVER. No modification,
amendment, supplement to, or waiver of the Agreement or any of its provisions
shall be effective and binding upon the Parties unless it is made in writing and
duly signed by the Parties. A failure or delay of either Party to enforce any of
the provisions hereof, to exercise any option which is herein provided, or to
require performance of any of the provisions hereof shall in no way be construed
to be a waiver of such provisions or options.
29.20 SUCCESSORS AND ASSIGNS. This Agreement shall be binding on and inure
to the benefit of the Parties and their respective legal successors and
permitted assigns.
29.21 PUBLICITY. Neither Party shall use the name of the other Party in
connection with this Agreement in a press release or statement without the prior
consent of the other Party, which consent shall not be unreasonably withheld.
62
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to
be executed as of this 16th day of July, 1996.
MFS INTELENET OF XXXX ATLANTIC -
VIRGINIA, INC. VIRGINIA, INC.
By: /s/ Xxxx X. Xxxxxx By: /s/ X.X. Xxxxxxxx
--------------------------------------- --------------------------------
Printed: Xxxx X. Xxxxxx Printed: X.X. Xxxxxxxx
---------------------------------- ---------------------------
Title: Vice President Regulatory Affairs Title: PRES. / CEO - BA - VA
------------------------------------ -----------------------------
63
SCHEDULE 1.0
CERTAIN TERMS AS DEFINED IN THE ACT, AS OF JULY 16, 1996
"Dialing Parity" means that a person that is not an affiliate of a local
exchange carrier is able to provide Telecommunications Services in such a manner
that Customers have the ability to route automatically, without the use of any
access code, their Telecommunications to the Telecommunications Services
provider of the customer's designation from among two (2) or more
Telecommunications Services providers (including such LEC).
"Exchange Access" means the offering of access to Telephone Exchange
Services or facilities for the purpose of the origination or termination of
Telephone Toll Services.
"InterLATA" means Telecommunications between a point located in a local
access and transport area and a point located outside such area.
"Local Access and Transport Area" or "LATA" means a contiguous geographic
area: (a) established before the date of enactment of the Act by a Xxxx
operating company such that no Exchange Area includes points within more than
one (1) metropolitan statistical area, consolidated metropolitan statistical
area, or State, except as expressly permitted under the AT&T Consent Decree; or
(b) established or modified by a Xxxx operating company after such date of
enactment and approved by the FCC.
"Local Exchange Carrier" means any person that is engaged in the provision
of Telephone Exchange Service or Exchange Access. Such term does not include a
person insofar as such person is engaged in the provision of a commercial mobile
service under Section 332(c) of the Act, except to the extent that the FCC finds
that such service should be included in the definition of such term.
"Network Element" means a facility or equipment used in the provision of
a Telecommunications Service. Such term also includes features, functions, and
capabilities that are provided by means of such facility or equipment, including
subscriber numbers, databases, signaling systems, and information sufficient for
billing and collection or used in the transmission, routing, or other provision
of a Telecommunications Service.
"Number Portability" means the ability of end users of telecommunications
services to retain, at the same location, existing telecommunications numbers
without impairment of quality, reliability, or convenience when switching from
one telecommunications carrier to another.
"Telecommunications" means the transmission, between or among points
specified by the user, of information of the user's choosing, without change in
the form or content of the information as sent and received.
"Telecommunications Carrier" means any provider of Telecommunications
Services, except that such term does not include aggregators of
Telecommunications Services (as defined in Section 226 of the Communications
Act).
"Telecommunications Service" 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 facilities 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 subscribers intercommunicating service of the character
ordinarily furnished by a single exchange, and which is covered by the exchange
service charge, or (b) comparable service provided through a system of switches,
transmission equipment, or other facilities (or combination thereof) by which a
subscriber can originate and terminate a telecommunications service.
"Telephone Toll Service" means telephone service between stations in
different exchange areas for which there is made a separate charge not included
in contracts with subscribers for exchange service.
SCHEDULE 3.0
NETWORK IMPLEMENTATION SCHEDULE FOR VIRGINIA
In accordance with the provisions of Section 3 of the Agreement, the
Parties shall make their best efforts to meet the following Milestones no later
than the listed Dates.
======================================================================================================
LATA IN VIRGINIA MILESTONE DATE
------------------------------------------------------------------------------------------------------
LATA 236 LATA Start Date ("SD") Effective Date
-----------------------------------------------------------------------------
SS7 Certification, Collocation, and NXX(s) SD plus 15 days
Applied For
-----------------------------------------------------------------------------
Parties Agree on Initial Network Design SD plus 30 days
-----------------------------------------------------------------------------
Valid Access Service Request(s) ("ASRs") and SD plus 45 days
Routing Information Received by BA
-----------------------------------------------------------------------------
Collocation Arrangements Complete for Trunk SD plus 135 days
Interconnection and IDLC for ULLs
-----------------------------------------------------------------------------
All Trunks Tested and Turned Up; SS7 Certification SD plus 155 days
Achieved; /1/ VG ULL Capability Available
-----------------------------------------------------------------------------
Call-through Testing Completed; SD plus 180 days
"Interconnection Activation Date"
------------------------------------------------------------------------------------------------------
Failure of a Party or the Parties to meet an earlier Milestone Date shall
not relieve either Party of the responsibility to make its best efforts to meet
subsequent Milestone Date(s) in the LATA, unless, and only to the extent that,
the subsequent Milestone Date(s) depend on the timely completion of such earlier
Milestone Date.
For purposes of Section 3, (i) business Telephone Exchange Service shall be
considered "fully operational" in a LATA in the Commonwealth of Virginia when
MFS has an effective Tariff for business Telephone Exchange Service in the
Commonwealth of Virginia and has a significant number of Telephone Exchange
Service Customer lines in service for business Telephone Exchange Service
Customers in that LATA in the Commonwealth of Virginia that are not affiliates
or employees of either BA or MFS, and (ii) residential Telephone Exchange
Service shall be considered "fully operational" in a LATA in the Commonwealth of
Virginia when MFS has an effective Tariff for residential Telephone Exchange
Service in the Commonwealth of Virginia and has a significant number of
Telephone Exchange Service Customer lines in service for residential Telephone
Exchange Service Customers in that LATA in the Commonwealth of Virginia that are
not affiliates or employees of either BA or MFS.
______________________________
/1/ SS7 certification scheduling depends on actual schedule availability at
time of request.
1
SCHEDULE 4
INTERCONNECTION POINTS IN LATA
LATA 236
--------
M-IP: Reston Switch
00000 Xxxxxxx Xxxxxx Xx.
Xxxxxx, XX
BA-IP Arlington Tandem
0000 X. Xxxxxx Xxxxxx
Xxxxxxxxx, XX
SCHEDULE 4.2 - PHYSICAL ARCHITECTURE
[ILLUSTRATIVE]
[GRAPH APPEARS HERE]
SCHEDULE 4.3 - INITIAL ARCHITECTURE
[ILLUSTRATIVE]
Xxxx Atlantic Leases MFS-owned Facilities for Delivery of BA Traffic
[FLOOR PLAN APPEARS HERE]
MFS-owned Facilities for Delivery of MFS Traffic
SCHEDULE 4.5
INTERCONNECTION POINTS FOR DIFFERENT TYPES OF TRAFFIC
Each Party shall provide the other Party with Interconnection to its
network at the following points for transmission, routing and termination. Each
Party shall make available at its Interconnection Points facilities to route the
traffic it receives to the appropriate final destination. Interconnection at a
BA-IP that is a Local Serving Wire Center provides access to all of the
Interconnection Points identified below (except for paragraphs 8 through 11),
via facilities appropriate for the traffic types and destinations identified
below. Compensation for such facilities will be as set forth in Exhibit A or as
provided elsewhere herein.
1. For the termination of Local Traffic or Toll Traffic originated by
one Party's Customer and terminated to the other Party's Customer, at the points
set forth in subsections 4.2 and/or 4.3 of the main body of the Agreement.
2. For the termination of Meet Point Billing Traffic Traffic from an IXC
to:
(a) MFS, at the M-IP in LATA in which the Traffic is to terminate.
(b) BA, at the BA-IP in LATA in which the Traffic is to terminate.
3. For the termination of Transit Traffic from an ITC, wireless carrier,
or other CLEC to:
(a) MFS, at the M-IP in which the Traffic is to terminate.
(b) BA, at the BA-IP in LATA in which the Traffic is to terminate.
4. For 911/E911 traffic originated on MFS's network, at the PSAP in areas
where only Basic 911 service is available, or at the BA 911 Tandem Office
serving the area in which the MFS Customer is located, in accordance with
applicable state laws and regulations and PSAP requirements.
5. For Directory Assistance (411 or NPA-555-1212) traffic, at the
applicable BA Local Serving Wire Center or the BA operator services Tandem
Office subtended by such Local Serving Wire Center.
6. For Operator Services (call completion) traffic, at the applicable BA
Local Serving Wire Center or the BA operator services Tandem Office subtended by
such Local Serving Wire Center.
7. For LSV/VCI traffic, at the terminating Party's Local Serving Wire
Center or operator services Tandem Office subtended by such Local Wire Center.
1
8. For SS7 signaling originated by:
(a) MFS, at mutally agreed-upon Signaling Point of Interconnection(s)
("SPOI") in the LATA in which the Local or Toll Traffic originates, over CCSAC
links provisioned in accordance with Bellcore GR-905 and Xxxx Atlantic
Supplement Common Channel Signaling Network Interface Specification (BA_905).
(b) BA, at mutually agreed-upon SPOIs in the LATA in which the Local
or Toll Traffic originates, over a CCSAC links provisioned in accordance with
Bellcore GR-905 and BA-905.
Alternatively, either Party may elect to interconnect for SS7 signaling through
a commercial SS7 hub provider.
9. For 800/888 database inquiry traffic, at any BA Signaling Transfer
Point in the LATA in which the originating MFS Wire Center is located, over a
CCSAC link. Alternatively, MFS may elect to interconnect through a commercial
SS7 hub provider.
10. For Line Information Database ("LIDB") inquiry traffic, at any BA
Signaling Transfer Point in the LATA in which the LIDB is located, over a CCSAC
link. Alternatively, MFS may elect to interconnect through a commercial SS7 hub
provider.
11. For any other type of traffic, at reasonable points to be agreed upon
by the Parties, based on the network architecture of the terminating Party's
network.
2
SCHEDULE 6.3
RATE ELEMENTS UNDER MEET POINT BILLING
INTERSTATE ACCESS - TERMINATING TO OR ORIGINATING FROM MFS CUSTOMERS
--------------------------------------------------------------------
RATE ELEMENT BILLING COMPANY
------------ ---------------
Carrier Common Line MFS
Local Switching MFS
Interconnection Charge MFS
Local Transport Facility/
Tandem Switched Transport Per Mile Based on negotiated billing percentage (BIP)
Local Transport Termination/
Tandem Switched Transport Fixed BA
Entrance Facility BA
800 Database Query Party that performs query
INTRASTATE ACCESS - TERMINATING TO OR ORIGINATING FROM MFS CUSTOMERS/1/
-----------------------------------------------------------------------
RATE ELEMENT BILLING COMPANY
------------ ---------------
Carrier Common Line MFS
Local Switching MFS
Interconnection Charge MFS
Local Transport Facility/
Tandem Switched Transport Per Mile Based on negotiated billing percentage (BIP)
Local Transport Termination/
Tandem Switched Transport Fixed BA
Entrance Facility BA
800 Database Query Party that performs query
____________________
/1/ Pending approval of the BA intrastate local transport restructure tariff,
intrastate access services subject to the pending tariff will be charged
pursuant to effective tariffs, as agreed by the Parties, subject to true-up at
either Party's request.
1
SCHEDULE 27.0
PERFORMANCE INTERVAL DATES FOR SPECIFIED ACTIVITIES
--------------------------------------------------------------------------------
SPECIFIED ACTIVITY PERFORMANCE INTERVAL DATE/2/
(i) UNBUNDLED LOCAL LOOP INSTALLATION/1/
---------------------------------
--------------------------------------------------------------------------------
1-10 Loops per service order 6 business days from BA's
receipt of valid service order
--------------------------------------------------------------------------------
11-20 Loops per service order 10 business days from BA's
receipt of valid service order
--------------------------------------------------------------------------------
21 + Loops per service order To be negotiated on order-by-
order basis
--------------------------------------------------------------------------------
(ii) INTERIM NUMBER PORTABILITY INSTALLATION
---------------------------------------
--------------------------------------------------------------------------------
1-10 Numbers per service order 6 business days from BA's
receipt of valid service order
--------------------------------------------------------------------------------
11-20 Numbers per service order 10 days from BA's receipt of
valid service order
--------------------------------------------------------------------------------
21 + Numbers per service order To be negotiated on
order-by-order basis
--------------------------------------------------------------------------------
(iii) OUT-OF-SERVICE REPAIRS Less than 24 hours from BA's
----------------------
receipt of notification of
out-of-service condition
--------------------------------------------------------------------------------
__________________________
/1/ The Unbundled Loop Installation intervals set forth in this Schedule 27.0
apply only to ULLs offered by BA as of the date of this Agreement. Installation
intervals for new ULLs will be developed by the Parties as such ULLs become
available.
/2/ Unless otherwise agreed to by the Parties, in which case the Performance
Interval Date shall be extended until the agreed-upon date. Notwithstanding the
Performance Interval Dates contained in this Schedule 27.0, under no
circumstances will BA be obligated to extend installation, provision, or repair
intervals to MFS that are more favourable than BA extends to its own customers
for comparable services.
2
SCHEDULE 27.1
MFS SERVICE QUALITY STANDARDS
1.0 UNBUNDLED LOCAL LOOP INSTALLATION ORDERS
1.1 All order information submitted by MFS is valid (e.g. street address,
floor/unit number, cable pair assignment, etc.).
1.2 Customer (end user) is available at appointed time and day.
2.0 "LIVE" CUTOVER UNBUNDLED LOCAL LOOP INSTALLATION ORDERS (PURSUANT TO
SECTION 11.6)
2.1 Accurate account and end user information submitted on service request.
2.2 Accurate tie cable and pair assignment provided by MFS on service request.
3
EXHIBIT A
XXXX ATLANTIC-VIRGINIA, INC. AND MFS INTELENET
OF VIRGINIA, INC.
DETAILED SCHEDULE OF ITEMIZED CHARGES/1/
----------------------------------------
A. BA SERVICES, FACILITIES, AND ARRANGEMENTS:
--------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
--------------------------------------------------------------------------------
1.a. Entrance facilities, Per interstate [BA FCC #1 sec. 6.9.1.] and
and transport, as (proposed) intrastate [BA-VA SCC 217 sec. 6.8.2]
appropriate, for access tariffs for Feature Group D service/2/
Interconnection at
BA End Office, Tandem
Office, Serving Wire
Center, or other Point
of Interconnection
Illustrative:
Interstate non-recurring: $1, plus $1 switched
access connection charge per trunk; DS-1 entrance
facility $210-212/mo.
Intrastate nonrecurring: $895 for first DS-1,
$280 for additional, plus $25 switched access
connection charge per trunk; DS-1 entrance
facility $270/mo.
--------------------------------------------------------------------------------
1.b. Collocation and related Per interstate [BA FCC 1 sec. 19] and intrastate
services for access tariffs/3/
Interconnection at BA
End Office, Tandem
Office, or Serving Wire
Center
--------------------------------------------------------------------------------
/1/ Rates listed herein for services, facilities, or arrangements that are
marked with an asterisk (*) are fixed pursuant to section 20 of the Agreement
for the initial term of the Agreement, as set forth in Section 22 of the
Agreement. Rates for services, facilities, or arrangements that are not marked
with an asterisk shall change in accordance with the provisions of Section 20 of
the Agreement.
/2/ Pending approval of the BA intrastate local transport restructure tariff,
intrastate access services subject to the pending tariff will be charged
pursuant to effective tariffs, as agreed by the Parties, subject to true-up at
either Party's request.
/3/ Pending approval of the BA intrastate collocation tariff to be filed no
later December 31, 1996, all collocation services shall be charged at rates
found in BA FCC 1 sec. 19.
1
----------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
----------------------------------------------------------------------------------
1.C Tandem transit arrangements Per tariffs cited in
(for Interconnection between sections 1.a. and Per interstate [BA
MFS and carriers other than 1.b. above, as FCC 1 sec. 6.9.1.B]
BA) applicable; separate and (proposed)
trunks required for intrastate [BA-VA
IXC subtending SCC 217 sec.
trunks/4/ 6.8.2.B] for tandem
switching and tandem
switched transport,
as applicable/5/
Illustrative:
Interstate,
(proposed)
intrastate tandem
switching $.000999/mou,
tandem switched
transport $.000195/mou
plus $.000045/mou/mile
----------------------------------------------------------------------------------
1.d. 911 Interconnection Per tariffs cited in 1.a., 1.b., and 1.c.
above, as applicable, for entrance
facility plus applicable transport, or
Collocation Arrangement at 911 tandem
----------------------------------------------------------------------------------
/4/ See note 2 above.
/5/ See note 2 above.
2
--------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
--------------------------------------------------------------------------------
1.e. Directory assistance Intrastate per Intrastate per
Interconnection (proposed) BA-VA (proposed) BA-VA
SCC 217 sec. 9.6.B SCC 217 sec. 9.6.B;
(transport)/6/
Illustrative:
Per call rate
$.000092 fixed,
$.000021 per mile,
$.000462 tandem
switching, $.003705
interconnection/7/
Interstate per BA Interstate per BA
FCC 1 sec. 9.6.B FCC 1 sec. 9.6.B
Illustrative:
Per call rate
$.000082 fixed,
$.000019 per mile,
$.000353 tandem
switching, $.002311
interconnection
--------------------------------------------------------------------------------
1.f. Operator services (call Per separate contract
completion) Interconnection
--------------------------------------------------------------------------------
2. Unbundled elements Available as listed herein and in interstate
and intrastate tariffs, and pursuant to
Section 11. of the Agreement
--------------------------------------------------------------------------------
3. Poles, ducts, conduits, Per contract rates pursuant to 47 U.S.C. sec.
ROW 224
Illustrative:
Duct (Northern Virginia) $4.50/ft/yr.
Pole $4.46/attachment/yr.
--------------------------------------------------------------------------------
/6/ See note 2 above.
/7/ See note 2 above.
3
-----------------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
-----------------------------------------------------------------------------------------------------
4.a. Local loop transmission* Permanent rates to be Permanent rates to be
determined by determined by
Unbundled Local Loop Element appropriate arbitral appropriate arbitral
body. Interim rates body. Interim rates
Cross Connection to POTS loop will apply until the will apply until the
permanent rates are permanent rates are
determined./8/ determined./9/
-----------------------------------------------------------------------------------------------------
4.b. Special construction charges As applicable per BA-VA SCC 203 sec. 2
-----------------------------------------------------------------------------------------------------
4.c Central office technician charges Per interstate [BA FCC 1 sec. 13.2 or sec.
(during normal working hours) 19.5] tariff.
-----------------------------------------------------------------------------------------------------
5.a. Trunk Side local transport
DS-1 transport Per interstate [BA FCC 1 sec. 6.9.1.C] and (proposed)
intrastate [BA-VA SCC 217 sec. 6.8.2.C] tariffs/10/
Illustrative recurring:
Interstate $60/mo. fixed, $17.70/mile/mo.
Intrastate $75/mo. fixed, $30/mile/mo.
-----------------------------------------------------------------------------------------------------
5.b. DS-3 transport Tariff reference see 5.a. above.
Illustrative recurring:
Interstate, intrastate $900/mo. fixed,
$180/mile/mo.
-----------------------------------------------------------------------------------------------------
/8/ Interim rates will be based on the following order of precedence: (i)
effective tariff(s), (ii) other BA ILEC-CLEC Interconnection Agreement(s) in the
state, (iii) any Commission recommendation, or (iv) mutual agreement of the
Parties.
/9/ See preceding note.
/10/ See note 2 above.
4
----------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
----------------------------------------------------------------------------------------------
6. Local switching*
POTS switch Port $6/service order plus $1.50/mo., plus usage
$6/Port per tariff, minus
wholesale discount
per section 14 below
----------------------------------------------------------------------------------------------
7.a. Operator services
911 service (data entry; No charge
database maintenance)*
----------------------------------------------------------------------------------------------
7.b. Directory assistance Per tariff or separate Per tariff or separate
contract; branding contract
available
Illustrative tariff rates:
Interstate [BA FCC 1
sec. 9.6], $.275-.288
per call
Intrastate (proposed)
[BA-VA SCC 217 sec.
9.6.A], $.25 per call
Directory transport
per section 1.e. above
----------------------------------------------------------------------------------------------
7.c. Operator call completion Per separate contract; branding available
----------------------------------------------------------------------------------------------
8.x. Xxxxx pages directory listings* $5.00 per primary No charge
listing per number
----------------------------------------------------------------------------------------------
8.b. Books & delivery (annual home No charge for normal numbers of books
area directories only)* delivered to end users; bulk deliveries to
CLEC per separate arrangement
----------------------------------------------------------------------------------------------
5
--------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
--------------------------------------------------------------------------------
8.c. Additional listings, changes Per tariff [BA-VA Per tariff [BA-VA
to listing, non-listed, non- SCC 203 sec. 4] SCC 203 sec. 4]
published, and other extra
services
Illustrative: Illustrative:
Additional listing: Additional listing:
$9 residence; $17 $1.12/mo. residence,
business $1.42/mo. business
Change to listing: Non-list:
$9 residence; $17 $1.06/mo. residence
business or business
Non-list: Non-published:
$9 residence; $17 $1.71/mo. residence
business or business
Non-published:
$9 residence; $17
business
--------------------------------------------------------------------------------
9. Access to telephone numbers
(NXX codes issued per ICCF
Code Administrative
Guidelines)* No charge
--------------------------------------------------------------------------------
10.a SS7 Interconnection Per interstate [BA Per interstate [BA
FCC 1 sec. 6.9.1.G] FCC 1 sec. 6.9.1.L]
and intrastate [BA- and intrastate [BA-
VA SCC 217 sec. VA SCC 217 sec.
6.8.2.C] tariff 6.8.2.G] tariff
Illustrative:
STP ports,
$900/mo.;
STP access,
$3.50/mile/mo. to
$5.72/mile/mo.
--------------------------------------------------------------------------------
6
--------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
--------------------------------------------------------------------------------
10.b LIDB Interconnection Per tariff [BA FCC 1 Per tariff [BA FCC 1
sec. 6.9.1M] sec. 6.9.1M]
Illustrative: Illustrative:
Originating point Query validation
code, $125 $.04/query
Query transport
$.0002/query
--------------------------------------------------------------------------------
10.c 800/888 data base No separate charge Per interstate [BA FCC
Interconnection (including in FGD 1 sec. 6.9.2.A.1], and
trunk and STP links) intrastate [BA-VA SCC
217 sec. 6.8.2.K]
tariffs
Illustrative:
Interstate basic query,
$.003105/query; vertical
feature package,
$.000337/query
Intrastate basic query,
$.003089/query; vertical
feature package,
$.000327/query
--------------------------------------------------------------------------------
11.a Interim number portability service order per $3/mo. per number
through co-carrier call location $30 for up to 10 paths;
forwarding $.40/mo. per
installation per additional path
number $35 (unless
installed with
unbundled loop)
installation per
separate path
arrangement $20
--------------------------------------------------------------------------------
7
----------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
----------------------------------------------------------------------------------------------
11.b Access pass-through to number In accordance with
portability purchaser* section 14.5 of
Agreement.
----------------------------------------------------------------------------------------------
12. Local dialing parity* No charge
----------------------------------------------------------------------------------------------
13.a Reciprocal call termination
Local Traffic delivered to Xxxx
Atlantic Interconnection Point
First year* $.009/mou
------------------------------------------------------------------------------------------
After first year* In accordance with note
13 below
----------------------------------------------------------------------------------------------
13.b Access charges for termination Per interstate and
of intrastate and interstate intrastate access
Toll Traffic tariffs (charged in
conjunction with Local
Traffic, using PLU and
PIU, as appropriate)
----------------------------------------------------------------------------------------------
14.a Wholesale rates for resale of Percentage discount from retail tariff/12/
------------------------------------------
telecommunications services
provided to end users*/11/
----------------------------------------------------------------------------------------------
14.b Individual Case Basis services No discount
and similar single-customer
serving arrangements; directory
assistance and operator call
completion*
----------------------------------------------------------------------------------------------
/11/ Excludes telecommunications services designed primarily for wholesale,
such as switched and special access, and, subject to Section 12 of the
Agreement, the following additional arrangements that are not subject to resale:
limited duration promotional offerings, public coin telephone service, and
technical and market trials. Taxes shall be collected and remitted by the
reseller and BA in accordance with legal requirements and as agreed between the
Parties. Surcharges (e.g., 911, telecommunications relay service, universal
service fund) shall be collected by the reseller and either remitted to the
recipient agency or NECA, or passed through to BA for remittance to the
recipient agency or NECA, as appropriate and agreed between the Parties. End
user common line charges shall be collected by the reseller and remitted to BA.
/12/ Pending establishment of mechanized billing procedures adapted to
resale, the Parties will agree upon a composite "bottom-of-the-xxxx" discount
that reflects the discounts and exclusions identified herein, and such other
adjustments as the Parties agree.
8
-----------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
------------------------------------------------------------------------------------------------
14.c IntraLATA toll, including Discount per sections 14.d. and 14.e. below
discount plans* applied to composite weighted average toll
rate per minute
------------------------------------------------------------------------------------------------
14.d Other retail residential services* 6% discount
------------------------------------------------------------------------------------------------
14.e Other retail business services* 9% discount
------------------------------------------------------------------------------------------------
9
B. MFS SERVICES, FACILITIES, AND ARRANGEMENTS:
----------------------------------------------------------------------------------------------------------------
MFS SERVICE NON-RECURRING RECURRING
----------- ------------- ---------
----------------------------------------------------------------------------------------------------------------
1.a. Interim Number Portability
through co-carrier call
forwarding*
Number portability* $30/service order, $3/mo. for ten paths
$35/number (not per number; plus
ordered with ULL) $.40/mo. per
additional path
$20 per additional
path order
----------------------------------------------------------------------------------------------------------------
1.b Access pass-though to number In accordance with
portability purchaser* sec. 14.5 of
Agreement
----------------------------------------------------------------------------------------------------------------
2. Local dialing parity* No charge
----------------------------------------------------------------------------------------------------------------
3.a Reciprocal call termination
Local Traffic delivered to MFS
Interconnection Point*
First year* $.009/mou
---------------------------------------------------------------------------------------------------------
After first year* In accordance with
note 13 below
------------------------------------------------------------------------------------------------------------------
3.b Access charges for termination Per MFS interstate
of intrastate and interstate Toll and intrastate access
Traffic rates (charged in conjunction
with Local Traffic, using PLU
and PIU, as appropriate)
------------------------------------------------------------------------------------------------------------------
4. All other MFS services available Available at MFS tariffed or otherwise
to BA for purposes of generally available rates, not to exceed BA
effectuating local exchange rates for equivalent services available to MFS
competition
------------------------------------------------------------------------------------------------------------------
5. Other Services
Information Service billing fee No Charge $.03 per call
------------------------------------------------------------------------------------------------------------------
10
13 LOCAL TRAFFIC TERMINATION RATES (AFTER FIRST YEAR)
A. Charges by BA
-------------
(a) Traffic delivered to BA Local Serving Wire Center ("LSWC") or BA
Access Tandem: $.009 per mou
(b) Traffic delivered directly to terminating BA End Office: $.007 per mou
Note: All BA-IPs identified in Schedule 4.0 as of the Effective Date are
LSWC or Access Tandems. Therefore, Local Traffic delivered to such BA-IPs
shall be subject to the rate of $.009 per mou.
B. Charges by MFS
--------------
1. Single-tiered interconnection structure:
MFS's rates for the termination of BA's Local Traffic under the single-
tiered interconnection structure shall be recalculated once each year on
each anniversary of the Effective Date (the "Rate Determination Date"). The
initial Rate Determination Date shall be the first anniversary of the
Effective Date. The methodology for recalculating the rates is as follows:
LSWC/Access Tandem Minutes = Total minutes of use of Local Traffic
delivered by MFS to the BA LSWC or BA Access Tandem for most recent
billed month.
End Office Minutes = Total minutes of use Local Traffic delivered by
MFS directly to the terminating BA End Office for most recent billed
month.
Total Minutes = Total minutes of use of Local Traffic delivered by MFS
to BA for most recent billed month.
MFS Charge at the M-IP =
(LSWC/Access Tandem Minutes x $.009) + (End Office Minutes x $.007)
-------------------------------------------------------------------
Total Minutes
2. Multiple-tiered interconnection structure (if offered by MFS to any
carrier)
(a) Local Traffic delivered to MFS LSWC or MFS Access Tandem: $.009
(b) Local Traffic delivered to terminating MFS End Office/node: $.007
11
C. Miscellaneous Notes
-------------------
1. In the event a Party desires to deliver Local Traffic to a LSWC (i) that is
not located within 25 miles of the Tandem Office to which it is subtended, and/
or (ii) where the Tandem Office that it subtends is not located within 25 miles
of the Tandem Office that is subtended by the terminating End Office, then such
Party shall (x) in addition to paying the LSWC/Access Tandem termination rate
described above, purchase the necessary facilities from the terminating Party to
transport such traffic to a qualifying LSWC or Access Tandem that is not subject
to either conditions (i) or (ii) above, (y) purchase such other service(s) as
the terminating Party may offer under applicable tariff to remedy such
condition(s), or (z) enter into a new compensation arrangement as the Parties
may agree. Notwithstanding the foregoing, nothing in this Agreement shall
obligate BA to provide switching services at a LSWC when it functions as such.
2. In the event the two-tiered rate structure described above is modified
pursuant to Applicable Law to a single rate structure, BA and MFS (to the extent
MFS is offering a multiple-tiered interconnection structure) shall each have the
right to apply its tariffed switched access transport charges for transporting
Local Traffic it receives at its LSWC to the first point of switching in its
network in the LATA.
3. The MFS termination rate under the single-tiered interconnection structure
set forth above is intended by the Parties to be a Local Traffic termination
rate for Interconnection to the M-IP within each LATA that is reciprocal and
equal to the actual rates that will be charged by BA to MFS under the
two-tiered Local Traffic termination rate structure described above that will
apply after the first anniversary of the Effective Date. The single MFS
termination rate is also intended to provide financial incentives to MFS to
deliver traffic directly to BA's terminating End Offices once MFS's traffic
volumes reach an appropriate threshold. The Parties agree that the Reciprocal
Compensation rate(s) set forth herein recover a reasonable approximation of each
Party's additional costs of terminating calls that originate on the network
facilities of the other Party.
12
EXHIBIT B
NETWORK ELEMENT BONA FIDE REQUEST
1. Each Party shall promptly consider and analyze access to a new
unbundled Network Element with the submission of a Network Element Bona Fide
Request hereunder. The Network Element Bona Fide Request process set forth
herein does not apply to those services requested pursuant to Report & Order and
Notice of Proposed Rulemaking 91-141 (rel. October 19, 1992), Paragraph 259 and
Footnote 603 or subsequent orders.
2. A Network Element Bona Fide Request shall be submitted in writing and
shall include a technical description of each requested Network Element, the
telecommunications service(s) to be provided by the requesting Party using the
requested Network Element(s), the means of Interconnection, the number or volume
requested, the locations, and the date(s) such Network Elements are desired. The
requesting Party shall either make a binding commitment to order the Network
Elements requested in the quantity and within the time frame requested or to pay
the requested Party the costs of processing the Requests.
3. The requesting Party may cancel a Network Element Bona Fide Request at
any time, but shall pay the other Party's reasonable and demonstrable costs of
processing and/or implementing the Network Element Bona Fide Request up to the
date of cancellation.
4. Within ten (10) business days of its receipt, the receiving Party shall
acknowledge receipt of the Network Element Bona Fide Request.
5. Except under extraordinary circumstances, within thirty (30) days of
its receipt of a Network Element Bona Fide Request, the receiving Party shall
provide to the requesting Party a preliminary analysis of such Network Element
Bona Fide Request. The preliminary analysis shall confirm that the receiving
Party will offer access to the Network Element or will provide a detailed
explanation that access to the Network Element is not technically feasible
and/or that the request does not qualify as a Network Element that is required
to be provided under the Act.
6. If the receiving Party determines that the Network Element Bona Fide
Request is technically feasible and otherwise qualifies under the Act, it shall
promptly proceed with developing the requested Network Element upon receipt of
written authorization from the requesting Party. When it receives such
authorization, the receiving Party shall promptly develop the requested
services, determine their availability, calculate the applicable prices and
establish installation intervals.
7. Unless the Parties otherwise agree, the requested Network Element must
be priced in accordance with Section 252(d)(l) of the Act.
1
8. As soon as feasible, but not more than ninety (90) days after its
receipt of authorization to proceed with developing the requested Network
Element, the receiving Party shall provide to the requesting Party a Network
Element Bona Fide Request quote which will include, at a minimum, a description
of each Network Element, the availability, the applicable rates and the
installation intervals.
9. Within thirty (30) days of its receipt of the Network Element Bona Fide
Request quote, the requesting Party must either confirm its order for the
requested Network Element pursuant to the Network Element Bona Fide Request
quote or seek arbitration by the Commission pursuant to Section 252 of the Act.
10. If a Party to a Network Element Bona Fide Request believes that the
other Party is not requesting, negotiating or processing the Network Element
Bona Fide Request in good faith, or disputes a determination, or price or cost
quote, or is failing to act in accordance with section 251 of the Act, such
Party may seek mediation or arbitration by the Commission pursuant to Section
252 of the Act.
2
EXHIBIT C
DIRECTORY ASSISTANCE AND CALL COMPLETION
SERVICES AGREEMENT
THIS AGREEMENT is made, effective this ________ day of _________,1996,
by and between XXXX ATLANTIC NETWORK SERVICES, INC. (hereinafter referred to
as "Xxxx Atlantic"), a Delaware corporation with offices at 00000 Xxxxxxxx
Xxxx, Xxxxxx Xxxxxx, XX 00000, and ________________, (hereinafter referred to
as "Carrier"), a ______________ corporation with offices at _________________
_______________________.
1. SCOPE AND TERM OF AGREEMENT
---------------------------
1.1 SCOPE This Agreement sets forth the terms and conditions which shall govern
the use of payment for Directory Assistance (DA) Service and IntraLATA Call
Completion Service (hereinafter collectively referred to as "Services") to be
provided by Xxxx Atlantic, or its affiliated companies, to Carrier. Carrier
shall subscribe to and pay for Services for Carrier's local exchange customers
in the _____________ LATAs.
1.2 TERM The initial term of this Agreement shall commence as of 12:01 a.m. on
the date first written above and shall expire upon the conclusion of the
subscription period selected by Carrier in Appendix A. At the end of this
initial term, this Agreement, including Carrier's subscription to Services,
shall automatically renew for the same length of time as the initial
subscription period unless either party provides written notice to the other of
its intent to terminate at least three (3) months prior to the expiration of
the current term.
2. DESCRIPTION OF SERVICES
-----------------------
2.1 DIRECTORY ASSISTANCE (DA) SERVICE
a. Directory Assistance Service shall consist of 1) directory transport by
Xxxx Atlantic from the point of Xxxx Atlantic's interconnection with Carrier's
trunks to Xxxx Atlantic's designated DA locations, and 2) the provision of
telephone number listings by Xxxx Atlantic Carrier Call Representatives (CCRs)
in response to calls from Carrier's local exchange customers located in the
LATAs designated in Section 1.1, at the rates specified in Appendix A.
1
This information is Xxxx Atlantic Proprietary and Confidential
b. A maximum of two requests for telephone numbers will be accepted per
DA call. A "DA call" as used in this Agreement shall mean a call answered by or
forwarded to Xxxx Atlantic, regardless of whether a telephone number is
requested, provided or available. The listings that will be available to
Carrier's customers are those telephone numbers that are listed in Xxxx
Atlantic's DA records for the LATAs or NPAs designated in Section 1.1.
2.2 CONNECT REQUEST(SM) SERVICE
a) Connect ReQuest(SM) Service is an optional DA call completion service.
It provides Directory Assistance end users the option of placing a call to a
requested DA listing without having to hang up and redial. If a caller requests
two numbers on a DA call, only the second number will be completed using
Connect ReQuest(SM).
b) Connect ReQuest(SM) requires that the Carrier meet switching,
facility, and other technical standards as required by Xxxx Atlantic to provide
this Service. Xxxx Atlantic will deliver all Connect ReQuest(SM) calls back to
the Carrier for completion.
2.3 INTRALATA CALL COMPLETION SERVICE
a) IntraLATA Call Completion Service consists of the live and automated
call completion services specified in Appendix B, including the completion of
collect, card and xxxx-to-third party calls; busy line verification; customer
requested interrupt; and other assistance to callers. IntraLATA Call Completion
Service includes the support of the Xxxx Atlantic carrier call centers and call
completion facilities used to provide such services to Carrier.
b) Xxxx Atlantic will provide Carrier with unrated records for the call
completion services provided by Xxxx Atlantic on behalf of Carrier. The rating,
billing, and settlement of end-user charges for the calls are the responsibility
of Carrier.
2.4 BRANDING Branding is a service option that permits the Carrier to deliver
a customized front end announcement to its callers, identifying the Carrier as
the customer service provider. Branding is available for DA as well as Call
Completion Services. Carrier shall provide the information required by Xxxx
Atlantic to create this announcement. Branding also requires that the Carrier
maintain dedicated trunking arrangements to the designated Xxxx Atlantic DA or
operator switch location.
2.5 CARRIER SUBSCRIPTION SELECTION FORM The specific Services to which
Carrier shall subscribe and the applicable service subscription periods are
contained in Appendix A ("Carrier Subscription Selection Form").
3. COMMENCEMENT AND IMPLEMENTATION OF SERVICE
------------------------------------------
2
This information is Xxxx Altantic Proprietary and Confidential
3.1 TECHNICAL QUESTIONNAIRE Each party shall make good-faith efforts to carry
out its respective responsibilities in meeting a jointly established schedule
for implementation. All records and other required information specified in
Appendix C will be furnished by Carrier at least sixty (60) days prior to the
commencement of Services (i.e., the cutover date described in Section 3.2.)
Notices of any changes, additions, or deletions to such records and information
shall be provided promptly in writing by Carrier to Xxxx Atlantic.
3.2 CUTOVER The cutover date for a selected Services shall be the date on
which such Service shall be available to all of Carrier's local exchange
customers in the LATAs designated in Section 1.1. The subscription term set
forth in Appendix A for such Services shall commence on the cutover date.
3.3 SERVICE REVIEW MEETINGS Xxxx Atlantic will meet and confer with Carrier
during the term of this Agreement to review and discuss the Services provided
under this Agreement. The times for meetings will be established by mutual
agreement of the parties.
4. EQUIPMENT AND FACILITIES
------------------------
4.1 XXXX ATLANTIC will establish and maintain such access equipment and
related facilities for its Carrier Call Centers as may be necessary to perform
the Services specified in Appendix A, provided that Carrier furnishes Xxxx
Atlantic the information specified in Appendix C and any changes in such
information in a timely and accurate manner. Any additional Services that
Carrier seeks during the term of this Agreement will be subject to mutual
agreement and the availability of facilities and equipment.
4.2 CARRIER will provide and maintain such equipment within its premises as is
necessary to permit the Xxxx Atlantic to perform the agreed upon Services in
accordance with Xxxx Atlantic standard equipment operation and traffic operation
procedures.
4.3 CARRIER TRANSPORT AND SWITCHED ACCESS CONNECTION
a) Carrier shall, at its expense, arrange for and establish the trunking
and other transport, interface, and signaling arrangements required for Xxxx
Atlantic to provide Services to Carrier. Separate dedicated trunks for each NPA
or LATA may be required. Any trunks or other transport and access that Carrier
obtains from Xxxx Atlantic to deliver Carrier's call to Xxxx Atlantic shall be
provided pursuant to the applicable tariffs, and not under this Agreement. Xxxx
Atlantic agrees to coordinate the scheduling of Services to be provided under
this Agreement with the scheduling of any trunking or related services,
provisioned by Xxxx Atlantic under the tariffs.
3
This information is Xxxx Atlantic Proprietary and Confidential
b) Carrier shall specify the number of trunks required for Services. For
Directory Assistance Service, Carrier must provide Feature Group D (FGD) trunks
directly to the location designated by Xxxx Atlantic. For IntraLATA Call
Completion Service, Carrier must provide trunks with operator services signaling
directly to the location designated by Xxxx Atlantic. Xxxx Atlantic shall
provide Carrier at least three (3) months advance notice in the event of any
change in designated locations.
5. PAYMENT FOR SERVICES
--------------------
5.1 RATES Carrier agrees to pay for Services at the rates contained in
Appendix A.
5.2 SETTLEMENTS Carrier shall render payment to Xxxx Atlantic net thirty (30)
calendar days from the date of delivery of the Service or from the date of
billing for the Service, whichever occurs later. Carrier shall pay interest on
any amount overdue at the rate of fifteen (15) percent per annum.
5.3 TAXES The rates specified in this Agreement and Appendices are exclusive
of all taxes, duties or similar charges imposed by law. Carrier shall be liable
for and shall reimburse Xxxx Atlantic for any sales, use, excise or other taxes
applicable to the services performed under this Agreement.
5.4 LIQUIDATED DAMAGES In the event that Carrier discontinues using Xxxx
Atlantic's Services in whole or in part, or terminates this agreement prior to
the expiration of the subscription term, the parties agree that Xxxx Atlantic
will incur expenses and damages that will be difficult to calculate. Therefore,
the parties agree that in the event of such discontinuance or termination,
Carrier shall pay an amount equal to the charges billed for the month in which
the highest usage of Services occurred, multiplied by the number of months
remaining in the then-current term, or b) the sum of $100,000, whichever is
greater. If Carrier causes this Agreement to terminate before the commencement
of any Service selected in Appendix A, Carrier shall pay for all costs already
incurred by Xxxx Atlantic in establishing and preparing for the commencement of
such Service or the sum of $100,000, whichever is greater.
5.5 CARRIER'S CUSTOMERS Carrier shall be responsible for all contacts and
arrangements with its customers concerning the provision and maintenance, and
the billing and collection, of charges for Services furnished to Carrier's
customers.
6. LIMITATION OF LIABILITY
-----------------------
6.1 DIRECT DAMAGES In the event that Xxxx Atlantic, through negligence or
willful misconduct, fails to provide the Services selected and contracted for
under this Agreement, Xxxx Atlantic shall be liable to Carrier for Carrier's
direct damages resulting from such failure, up to an amount not to exceed the
payment of charges under this Agreement for the Services affected.
4
This information is Xxxx Atlantic Proprietary and Confidential
6.2 OTHER REMEDIES THE EXTENT OF XXXX ATLANTIC'S LIABILITY ARISING UNDER
THIS AGREEMENT SHALL BE LIMITED AS DESCRIBED IN PARAGRAPH 6.1 ABOVE. IN NO EVENT
SHALL XXXX ATLANTIC BE LIABLE FOR ANY OTHER LOSS, COST, CLAIM, INJURY,
LIABILITY, OR EXPENSE RELATED TO OR ARISING OUT OF THIS AGREEMENT OR THE
SERVICES PROVIDED HEREUNDER INCLUDING, BUT NOT LIMITED TO, ANY INCIDENTAL,
SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS
OF REVENUE OR PROFIT, WHETHER RECOVERY IS SOUGHT IN TORT, CONTRACT, OR
OTHERWISE, EVEN IF XXXX ATLANTIC HAD NOTICE OF SUCH DAMAGES.
7. DEFAULTS AND TERMINATION
------------------------
7.1 DEFAULTS OR VIOLATIONS If Carrier defaults in the payment of any amount
due hereunder, or if Xxxx Atlantic fails to provide Services as agreed
hereunder, and such default or failure shall continue for thirty (30) days after
written notice thereof, the other company may terminate this agreement with (7)
days written notice.
8. CONFIDENTIAL INFORMATION
------------------------
8.1 CONFIDENTIALITY The parties agree that all confidential and proprietary
information that is marked as specified in Section 8.2 and that is disclosed by
either party to the other party for the purposes of this Agreement, including
rates and terms, shall be treated as confidential unless a) such information was
previously or becomes known to the receiving party free of any obligation to
keep it confidential, b) has been or is subsequently made public by the
disclosing party, or c) is required to be disclosed by law. The receiving party
shall not, except in the performance of the Services under this Agreement or
with the express prior written consent of the other party, disclose or permit
access to any confidential information to any other parties. The parties agree
to advise their respective employees, agents and representatives to take such
action as may be advisable to preserve and protect the confidentiality of such
information.
8.2 MARKETING OF CONFIDENTIAL INFORMATION All information the disclosing party
considers proprietary or confidential, if in writing or other tangible form,
shall be conspicuously labeled or marked as "Proprietary" or "Confidential" and,
if oral, shall be identified as proprietary at the time of disclosure and
promptly confirmed in writing. Either party shall have the right to correct any
inadvertent failure to designate information as proprietary by written
notification within ten (10) days following disclosure.
9. RELATIONSHIP OF THE PARTIES
---------------------------
9.1 INDEPENDENT CONTRACTORS Xxxx Atlantic and Carrier shall be independent
contractors under this Agreement and all services under this Agreement shall be
performed by Xxxx Atlantic as an independent contractor and not as an agent of
Carrier.
5
This information is Xxxx Atlantic Proprietary and Confidential
9.2 RESPONSIBILITY FOR EMPLOYEES AND AGENTS All persons furnished by Xxxx
Atlantic shall be considered solely Xxxx Atlantic's employees or agents, and
Xxxx Atlantic shall be responsible for compliance with all laws, rules, and
regulations relating to such persons including, but not limited to, hours of
labor, working conditions, workers' compensation, payment of wages, benefits,
unemployment, social security and other payroll taxes. Each party's employees
and agents, while on premises of the other, shall comply with all rules and
regulations, including any applicable security procedures and safeguarding of
confidential data.
10. GENERAL CONDITIONS
------------------
10.1 ASSIGNMENT Neither party may assign or delegate its rights and obligations
under this Agreement without the prior written consent of the other party except
that Xxxx Atlantic may assign this Agreement to an affiliate or subsidiary
without such consent.
10.2 CHOICE OF LAW The validity, construction and performance of this Agreement
shall be governed by the laws of ____________________.
10.3 COMPLIANCE WITH LAWS Each party shall comply with all applicable federal,
state, county and local laws, ordinances, regulation, rules and codes in the
performance of this Agreement. Neither party shall be liable to the other for
termination of this Agreement or any services to be provided hereunder
necessitated by compliance with any law, rule, regulation or court order of a
duly authorized governmental body.
10.4 CONTINGENCY Neither party shall be held responsible or liable to the other
for any delay or failure in performance caused by fires, strikes, embargoes,
requirements imposed by Government regulation, civil or military authorities,
act of God or by the public enemy, or other causes beyond the control of Carrier
or Xxxx Atlantic. If such a contingency occurs, the party injured by the other's
inability to perform may: a) terminate the affected services or part thereof not
already rendered; or b) suspend the affected services or part thereof for the
duration of the delaying cause and resume performance once the delaying causes
cease.
10.5 LICENSES No licenses, expressed or implied, under any patents, copyrights,
trademarks or other intellectual property rights are granted by Xxxx Atlantic to
Carrier under this Agreement.
10.6 NOTICES Except as otherwise specified in this Agreement, any notice
required or permitted under this Agreement shall be in writing and shall be
given to the other party at the address designated below by hand delivery,
registered return-receipt requested mail, confirmed facsimile, or nationally
recognized courier service;
6
This information is Xxxx Atlantic Proprietary and Confidential
For Xxxx Atlantic: Xxxx Atlantic Network Services, Inc.
00000 Xxxxxxxx Xxxx, X00
Xxxxxx Xxxxxx, XX 00000
Attn:___________, Product Manager
For Carrier:
The above addresses may be changed by giving thirty (30) calendar days prior
written notice as prescribed above. Notice shall be deemed to have been given or
made on the date of delivery if received by hand, facsimile or express courier,
and three days after delivery to the U.S. Postal Service, if mailed.
10.7 PUBLICITY Xxxx Atlantic and Carrier agree to submit to each other prior
to publication all advertising, sales promotions, press releases and other
publicity matters containing or mentioning a) the services performed by Xxxx
Atlantic under this Agreement, b) either party's name or marks, or c) language
from which either Party's names or marks may be inferred or implied. Xxxx
Atlantic and Carrier further agree not to publish or use any such advertising,
sales promotion, press releases, or publicity matters unless it obtains the
other party's prior written consent.
10.8 SEVERABILITY If any provision of this Agreement or the application of
any provision shall be held by a tribunal of competent jurisdiction to be
contrary to law or unenforceable, the remaining provisions of this Agreement
shall continue in full force and effect.
10.9 SURVIVAL All obligations hereunder, incurred by either Xxxx Atlantic or
Carrier prior to the cancellation, termination or expiration of this Agreement
shall survive such cancellation, termination or expiration.
10.10 CAPTIONS AND SECTION HEADINGS The captions and section headings in this
Agreement are for convenience only and do not affect the meaning or
interpretation of this Agreement.
10.11 DUPLICATE ORIGINALS This Agreement may be executed separately by the
parties in one or more counterparts. Each duplicate executed shall be deemed an
original, and all together shall constitute one and the same document.
10.12 NONDISCLOSURE OF AGREEMENT Each party agrees not to disclose the terms
and conditions of this Agreement to any third party, except that it shall not be
deemed a breach of this provision for the parties to disclose the terms and
conditions of this
7
Agreement to their respective subsidiaries and affiliated companies or to any
duly constituted governmental body which requires disclosure.
10.13 ENTIRE AGREEMENT The terms and conditions of this Agreement, including
Appendices A, B, and C attached to this Agreement, constitute the entire
Agreement between Xxxx Atlantic and Carrier relating to the subject matter of
this Agreement, and supersede any and all prior or contemporaneous
understandings, promises or representations, whether written or oral, between
the parties relating to the subject matter of this Agreement. Any waiver,
modification or amendment of any provision of this Agreement, or of any right or
remedy hereunder, shall not be effective unless made in writing and signed by
both parties.
IN WITNESS WHEREOF, the parities agree that the effective date of this
Agreement is the date first written above, and each party warrants that it has
caused this Agreement to be signed and delivered by its duly authorized
representative.
XXXX ATLANTIC
NETWORK SERVICES, INC.
NAME:__________________________ NAME:____________________________
TITLE:_________________________ TITLE:___________________________
SIGNATURE:_____________________ SIGNATURE:_______________________
DATE:__________________________ DATE:____________________________
8
This information is Xxxx Atlantic Proprietary and Confidential
APPENDIX A
CARRIER SUBSCRIPTION SELECTION FORM
-----------------------------------
--------------------------------------------------------------------------------
CONTRACT DA SERVICE SUBSCRIPTION RATE PER
SELECTED PERIOD CALL
--------------------------------------------------------------------------------
DIRECTORY ASSISTANCE - STANDARD YEAR(S)
--------------------------------------------------------------------------------
DIRECTORY ASSISTANCE - STANDARD WITH
FRONT END BRANDING* YEAR(S)
--------------------------------------------------------------------------------
DIRECTORY ASSISTANCE - LIVE RESPONSE YEAR(S)
--------------------------------------------------------------------------------
DIRECTORY ASSISTANCE - LIVE RESPONSE
WITH FRONT END BRANDING* YEAR(S)
--------------------------------------------------------------------------------
DIRECTORY ASSISTANCE CALL COMPLETION YEAR(S)
--------------------------------------------------------------------------------
INTRALATA CALL COMPLETION YEAR(S) SEE RATES BELOW
--------------------------------------------------------------------------------
BRANDED INTRALATA CALL COMPLETION* YEAR(S) SEE RATES BELOW
--------------------------------------------------------------------------------
* PLUS NONRECURRING BRANDING FEE OF $ _________.
For informational purposes, the following are the charges for Directory
Transport to be provided under the applicable tariffs. (Call miles are measured
from the BA Wire Center serving Carrier's premises to the DA location):
Call Miles Rate Per Call
---------- -------------
0 to 1 mile ............................... $ 0.0014
* 1 to 4 miles ............................ 0.0015
* 4 to 8 miles ............................ 0.0016
* 8 to 16 miles ........................... 0.0018
* 16 to 25 miles .......................... 0.0018
* 25 to 50 miles .......................... 0.0019
* 50 to 200 miles ......................... 0.0020
--------------------------------------------------------------------------------
CALL COMPLETION RATES
--------------------------------------------------------------------------------
TOTAL ANNUAL CALL VOLUME AUTO AUTO COLLECT/ LIVE CCR HANDLED
(ALL CALLS) PER CALL THIRD (PER CALL) PER CCR WORK SECOND
--------------------------------------------------------------------------------
0 - 20,000
--------------------------------------------------------------------------------
20,001 - 100,000
--------------------------------------------------------------------------------
100,001 +
--------------------------------------------------------------------------------
Notes: 1) Trunking and switched access costs are not included in the above DA
------
and Call Completion rates.
2) Rates for automated IntraLATA Call Completion calls are based on call
attempts.
* Greater Than
_________________________________ ______________________________
SIGNATURE (XXXX ATLANTIC) SIGNATURE (CARRIER)
9
This information is Xxxx Atlantic Proprietary and Confidential
XXXX ATLANTIC RATE SHEET
VIRGINIA LOCAL EXCHANGE CARRIER DIRECTORY ASSISTANCE
DIRECTORY ASSISTANCE CALL CHARGE (PER CALL, BASED ON LENGTH OF CONTRACT)
Type of Service Month-to Month 1-year 3-year
--------------- ---------------- -------- --------
--------------------------------------------------------------------------------
Standard $.275 $.25 $.23
--------------------------------------------------------------------------------
Standard w/Customized Branding* .278 .253 .233
--------------------------------------------------------------------------------
Live Carrier Call Representative
(CCR) .285 .26 .24
--------------------------------------------------------------------------------
Live CCR w/Customized Branding* .288 .263 .243
--------------------------------------------------------------------------------
* Customized branding fee (non-recurring charge): $6,000
CONNECT REQUEST(TM) DIRECTORY ASSISTANCE CALL COMPLETION (OPTIONAL)
--------------------------------------------------------------------------------
Charge per Request (in addition
to above charges) $.27 $.25 $.22
--------------------------------------------------------------------------------
DIRECTORY TRANSPORT CHARGE
(For each call to Directory Assistance service; call miles measured from the
wire center serving the customer's premises to the DA location).
Call Miles Rate Per Call
---------- -------------
0 to 8 ................................. $ 0.0037
* 8 to 13 .............................. 0.0062
* 13 to 18 ............................. 0.0076
* 18 to 23 ............................. 0.0089
* 23 to 28 ............................. 0.0137
* 28 miles ............................. 0.0223
Trunk installation charges are not included.
* Greater than
[LOGO OF XXXX ATLANTIC]
PROPOSED PRICING TERMS
INTRALATA CALL COMPLETION SERVICES
COMPETITIVE LOCAL EXCHANGE CARRIERS
(Prices effective June 1, 1996)
----------------------------------------------------------------------------------------------------------------------------------
TWO YEAR TERM THREE YEAR TERM FIVE YEAR TERM
----------------------------------------------------------------------------------------------------------------------------------
TOTAL ANNUAL Auto Auto Operator Auto Auto Operator Auto Auto Operator
CALL VOLUME Card Collect/ Handled Card Collect/ Handled Card Collect/ Handled
(all calls) (per call) Third (per OWS) (per call) Third (per OWS) (per call) Third (per OWS)
(per call) (per call) (per call)
----------------------------------------------------------------------------------------------------------------------------------
0 - 20,000 $0.15 $0.20 $0.0145 $0.14 $0.19 $0.0141 $0.13 $0.18 $0.0136
----------------------------------------------------------------------------------------------------------------------------------
20,001 - 100,000 $0.14 $0.19 $0.0141 $0.13 $0.18 $0.0136 $0.12 $0.17 $0.0131
----------------------------------------------------------------------------------------------------------------------------------
100,000 + $0.13 $0.18 $0.0136 $0.12 $0.17 $0.0131 $0.11 $0.16 $0.0126
----------------------------------------------------------------------------------------------------------------------------------
Notes: Trunking costs are not included in the above rates.
The rates quoted above for automated calls are based on call attempts.
All prices include company specific branding.
PROPRIETARY INFORMATION
NOT FOR USE OR DISCLOSURE OUTSIDE XXXX ATLANTIC
EXCEPT UNDER WRITTEN AGREEMENT.
APPENDIX B
INTRALATA CALL COMPLETION SERVICES
----------------------------------
A. Calling Card
------------
Xxxx Atlantic Carrier Call Representative keys the calling card number and
call details into the system, secures validation, and releases the call
into the network.
B. Collect
-------
Xxxx Atlantic Carrier Call Representative obtains the calling party's name,
keys the call details if necessary, announces the call to the called party,
waits for acceptance, and releases the call into the network.
C. Billed To A Third Party
-----------------------
Xxxx Atlantic Carrier Call Representative requests the calling party's
name, keys the call details if necessary, calls the third party to verify
acceptance of billing, and releases the call once acceptance is given.
D. Assistance - Other
------------------
Xxxx Atlantic Carrier Call Representative will dial a called number for the
customer for any of the following reasons:
1. Customer encounters trouble such as wrong number, poor transmission or
cutoff, and requests a credit or reconnection.
2. Customer desires time and charges at the end of conversation.
3. Customer requires dialing assistance due to a disability.
4. Customer is unwilling to dial call.
E. Person-to-Person
----------------
Xxxx Atlantic Carrier Call Representative requests the person or department
the calling party has specified, ensures appropriate party has been reached
(person or department), and releases call.
F. Busy-Line Verification
----------------------
Xxxx Atlantic Carrier Call Representative determines if the number
specified by the customer is in use, idle, or out of order.
G. Customer-Requested Interrupt
----------------------------
10
This information is Xxxx Atlantic Proprietary and Confidential
At the customer's request, Xxxx Atlantic Carrier Call Representative will
interrupt conversation in progress on a line that has been verified in use.
APPENDIX B (CONT'D)
H. Assistance (0-)
---------------
Xxxx Atlantic Carrier Call Representative will provide customer dialing
instructions, assistance with emergency calls, area code information, and
business office or repair service.
I. Validation Services
-------------------
Xxxx Atlantic will launch a query for the validation of all calling card
calls, collect calls, billed-to-third number calls and public telephone
checks to a Line Information Data Base (LIDB). The query costs for query of
the Xxxx Atlantic LIDB are included in Xxxx Atlantic Carrier Call
Representative (CCR) Work Second or Automated call rate specified in
Appendix X. Xxxx Atlantic will also launch queries as stated for
validations to other companies' LIDBs.
11
This information is Xxxx Atlantic Proprietary and Confidential
APPENDIX C
EXCHANGE OF INFORMATION
-----------------------
Technical information will be furnished via the use of a Technical Questionnaire
to be provided by Xxxx Atlantic. Such information will include, but not be
limited to, the following:
1. Central Office Exchange Names
2. Usage Forecasts
3. Local Central Office Characteristics
4. Trunking Arrangements and Trunk Group Types
5. Emergency Reporting System and Procedures
6. Business Office Information
7. Repair Service Information
8. Name and Address Request Information
9. Tariffs and Rate Information
10. Customer Dialing Capabilities
11. Access to EMI Records
12
This information is Xxxx Atlantic Proprietary and Confidential
AMENDMENT NO. 2
to the
INTERCONNECTION AGREEMENT
between
XXXX ATLANTIC-VIRGINIA, INC.
and
MFS INTELENET OF VIRGINIA, INC.
This Amendment No. 2 is made this 29th day of July, 1997, by and between
Xxxx Atlantic-Virginia, Inc. ("BA"), a Virginia corporation with offices at 000
Xxxx Xxxx Xxxxxx, Xxxxxxxx, Xxxxxxxx 00000, and MFS Intelenet of Virginia, Inc.
("MFS"), a Delaware corporation with offices at 00 Xxxxxxxxx Xxxxxx, 00xx Xxxxx,
Xxx Xxxx, Xxx Xxxx 00000. (BA and MFS may be referred to individually as a
"Party" and collectively as the "Parties").
WITNESSETH:
----------
WHEREAS, BA and MFS are Parties to an Interconnection Agreement under
Sections 251 and 252 of the Telecommunications Act of 1996 dated effective as of
July 16, 1996 (the "Agreement"); and
WHEREAS, the Parties now desire to amend the Agreement to reflect the
agreement between the Parties to permit MFS, pursuant to Section 251(c)(4) of
the Communications Act of 1934, to purchase retail telecommunications services
from BA for resale by MFS in the State of Virginia;
NOW, THEREFORE, in consideration of the promises and mutual agreements
herein contained, the Parties agree to amend the Agreement as follows:
1. Remove the existing cover page through page 64 of the Agreement and
insert the attached revised cover page through page 63 of the Agreement,
which includes deletion of the existing Section 12.0, Resale, in its
entirety, and insertion of a revised Section 12.0, Resale, in its entirety.
2. Insert a new Schedule 12.3, Support Services for Resale, as attached
hereto.
3. Delete the existing Exhibit A and insert the revised Exhibit A, as
attached hereto.
4. Except for the foregoing, the substantive terms and provisions
contained in the Agreement shall remain in full force and effect.
This Amendment may be executed in counterparts, each of which shall be
deemed an original and all of which together shall constitute one and the same
instrument.
[Intentionally Left Blank]
IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be
duly executed as of the date first set forth above.
MFS INTELENET OF XXXX ATLANTIC-
VIRGINIA, INC. VIRGINIA, INC.
By: /s/ Xxxxx X. Xxxxxx By: ___________________
----------------------------
Printed: Xxxxx X. Xxxxxx Printed:_______________
-----------------------
Title: Vice President - Title:_________________
-------------------------
Local Network Development
IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be
duly executed as of the date first set forth above.
MFS INTELENET OF XXXX ATLANTIC-
VIRGINIA, INC. VIRGINIA, INC.
By:________________________ By: /s/ X. X. Xxxxxxxx
--------------------------
Printed:___________________ Printed: X. X. Xxxxxxxx
----------------------
Title:_____________________ Title: President and CEO
------------------------
3
INTERCONNECTION AGREEMENT UNDER SECTIONS 251 AND 252 OF THE
TELECOMMUNICATIONS ACT OF 1996
Dated as of July 16, 1996
by and between
XXXX ATLANTIC-VIRGINIA, INC.
and
MFS INTELENET OF VIRGINIA, INC.
TABLE OF CONTENTS
-----------------
Page
----
1.0 DEFINITIONS 2
2.0 INTERPRETATION AND CONSTRUCTION 10
3.0 INTERCONNECTION ACTIVATION DATES AND IMPLEMENTATION
SCHEDULE 11
4.0 INTERCONNECTION PURSUANT TO SECTION 251(c)(2) 11
4.1 Scope 12
4.2 Physical Architecture 13
4.3 Initial Architecture 13
4.4 Interconnection in Additional LATAs 14
4.5 Interconnection Points for Different Types of Traffic 15
5.0 TRANSMISSION AND ROUTING OF TELEPHONE EXCHANGE SERVICE
TRAFFIC PURSUANT TO SECTION 251(c)(2) 15
5.1 Scope of Traffic 15
5.2 Trunk Group Connections and Ordering 15
5.3 Additional Switching System Hierarchy and Trunking Requirements 15
5.4 Signaling 16
5.5 Grades of Service 16
5.6 Measurement and Billing 16
5.7 Reciprocal Compensation Arrangements--Section 251(b)(5) 17
6.0 TRANSMISSION AND ROUTING OF EXCHANGE ACCESS TRAFFIC
PURSUANT TO 251(c)(2) 18
6.1 Scope of Traffic 18
6.2 Trunk Group Architecture and Traffic Routing 18
6.3 Meet-Point Billing Arrangements 19
6.4 800/888 Traffic 21
7.0 TRANSPORT AND TERMINATION OF OTHER TYPES OF TRAFFIC 22
7.1 Information Services Traffic 22
7.2 LSV/VCI Traffic 23
7.3 Transit Service 24
7.4 911 E911 Arrangements 25
7.5 Ancillary Traffic Generally 26
8.0 NUMBER RESOURCES, RATE CENTERS, AND RATING POINTS 26
i
9.0 NETWORK MAINTENANCE AND MANAGEMENT OUTAGES 26
9.3 Interference or Impairment 28
9.4 Repeated or Willful Noncompliance 28
9.5 Outage Repair Standard 28
9.6 Notice of Changes -- Section 251(c)(5) 28
10.0 JOINT NETWORK RECONFIGURATION AND GROOMING PLAN AND
INSTALLATION, MAINTENANCE, TESTING AND REPAIR 28
10.1 Joint Network Reconfiguration and Grooming Plan 28
10.2 Installation, Maintenance, Testing and Repair 29
10.3 Forecasting Requirements for Trunk Provisioning 29
11.0 UNBUNDLED ACCESS -- SECTION 251(c)(3) 30
11.1 Unbundled Local Loop(ULL) Transmission Types 30
11.2 Port Types 31
11.3 Trunk Side Local Transport 32
11.4 Limitations on unbundled Access 32
11.5 Availability of Other Network Elements on an Unbundled Basis 33
11.6 Provisioning of Unbundled Local Loops 33
11.7 Maintenance of Unbundled Local Loops 35
11.8 Rates and Charges 35
12.0 RESALE -- SECTIONS 251(c)(4) and 251(b)(1) 35
12.1 Availability of Retail Rates for Resale 35
12.2 Availability of Wholesale Rates for Resale 35
12.3 Availability of Support Services and Branding for Resale 35
12.4 Additional Terms Governing Resale and Use of BA Services 35
13.0 COLLOCATION -- SECTION 251(c)(6) 36
14.0 NUMBER PORTABILITY -- SECTION 251(b)(2) 37
14.1 Scope 37
14.2 Procedures for Providing INP Through Remote Call Forwarding 38
14.3 Procedures for Providing INP Through Direct Call Inward Dial
Trunks(Flex-DID) 39
14.4 Procedures for Providing LTNP Through Full NXX Code Migration 39
14.5 Receipt of Terminating Compensation on Traffic to INP'ed Numbers 39
14.6 Recovery of INP Costs Pursuant to FCC Order and Rulemaking 40
15.0 DIALING PARITY -- SECTION 251(b)(3) 41
16.0 ACCESS TO RIGHTS-OF-WAY -- SECTION 251(b)(4) 41
ii
17.0 DATABASES AND SIGNALING 41
18.0 COORDINATED SERVICE ARRANGEMENTS 42
18.1 Intercept and Referral Announcements 42
18.2 Coordinated Repair Calls 43
18.3 Customer Authorization 43
19.0 DIRECTORY SERVICES ARRANGEMENTS 43
19.1 Directory Listings and Directory Distributions 44
19.2 Yellow Page Maintenance 45
19.3 Service Information Pages 45
19.4 Directory Assistance (DA): Call Completion 46
20.0 COORDINATION WITH TARIFF TERMS 45
21.0 INSURANCE 46
22.0 TERM AND TERMINATION 47
23.0 DISCLAIMER OF REPRESENTATIONS AND WARRANTIES 48
24.0 CANCELLATION CHARGES 48
25.0 INDEMNIFICATION 48
26.0 LIMITATION OF LIABILITY 49
27.0 PERFORMANCE STANDARDS FOR SPECIFIED ACTIVITIES 50
27.1 Certain Definitions 50
27.2 Performance Standards 51
27.3 Limitations 51
27.4 Service Quality Standards 52
27.5 Records 52
28.0 COMPLIANCE WITH LAWS; REGULATORY APPROVAL 52
29.0 MISCELLANEOUS 53
29.1 Authorization 53
29.2 Independent Contractor 53
29.3 Force Majeure 53
29.4 Confidentiality 54
29.5 Choice of Law 55
29.6 Taxes 55
29.7 Assignment 57
29.8 Billing and Payment; Disputed Amounts 57
iii
29.9 Dispute Resolution 58
29.10 Notices 59
29.11 Section 252(i) Obligations 59
29.12 Joint Work Product 60
29.13 No Third Party Beneficiaries; Disclaimer of Agency 61
29.14 No License 61
29.15 Technology Upgrades 61
29.16 Survival 62
29.17 Entire Agreement 62
29.18 Counterparts 62
29.19 Modification, Amendment, Supplement or Waiver 62
29.20 Successors and Assigns 62
29.21 Publicity 62
LIST OF SCHEDULES AND EXHIBITS
------------------------------
Schedules
---------
Schedule 1.0 Certain Terms As Defined in the Act, As of July 16, 1996
Schedule 3.0 Implementation Schedule
Schedule 4.0 Interconnection Points in LATA
Schedule 4.2 Physical Architecture Diagram
Schedule 4.3 Initial Architecture Diagram
Schedule 4.5 Interconnection Points for Different Types of Traffic
Schedule 6.3 Rate Elements Under Meet Point Billing
Schedule 12.3 Support Services for Resale
Schedule 27.0 Performance Interval Dates for Specified Activities
Schedule 27.1 MFS Service Quality Standards
Exhibits
--------
Exhibit A Detailed Schedule of Itemized Charges
Exhibit B Network Element Bona Fide Request
Exhibit C Directory Assistance and Call Completion Services Agreement
iv
INTERCONNECTION AGREEMENT UNDER SECTIONS 251 AND 252 OF THE
TELECOMMUNICATIONS ACT OF 1996
This Interconnection Agreement under Sections 251 and 252 of the
Telecommunications Act of 1996, is effective as of the 16th day of July, 1996
(the "Effective Date"), by and between Xxxx Atlantic-Virginia, Inc. ("BA"), a
Virginia corporation with offices at 000 Xxxx Xxxx Xxxxxx, Xxxxxxxx, Xxxxxxxx
00000, and MFS Intelenet of Virginia, Inc. ("MFS"), a Delaware corporation with
offices at 00 Xxxxxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000.
WHEREAS, the Parties want to interconnect their networks at mutually agreed
upon points of interconnection to provide Telephone Exchange Services. Switched
Exchange Access Services, and other Telecommunication Services (all as defined
below) to their respective customers;
WHEREAS, the Parties are entering into this Agreement to set forth the
respective obligations of the Parties and the terms and conditions under which
the Parties will interconnect their networks and provide other services as
required by the Act (as defined below) and additional services as set forth
herein; and
WHEREAS, Sections 251, 252, and 271 of the Telecommunications Act of 1996
have specific requirements for interconnection, unbundling, and service resale,
commonly referred to as the "Checklist", and the Parties intend that this
Agreement meet those Checklist requirements.
NOW, THEREFORE, in consideration of the mutual provisions contained herein
and other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, MFS and BA hereby agree as follows:
This Agreement sets forth the terms, conditions and pricing under which BA
and MFS (individually, a "Party" and collectively, the "Parties") will offer and
provide to each other network Interconnection, access to Network Elements,
ancillary services, and wholesale Telecommunications Services available for
resale within each LATA in which they both operate within Virginia. As such,
this Agreement is an integrated package that reflects a balancing of interests
critical to the Parties. It will be submitted to the Virginia State Corporation
Commission and the Parties will specifically request that the Commission refrain
from taking any action to change, suspend or otherwise delay implementation of
the Agreement. So long as the Agreement remains in effect, neither Party shall
advocate before any legislative, regulatory, or other public forum that any
term of this Agreement be modified or eliminated, unless otherwise mutually
agreed by the Parties.
1
1.0 DEFINITIONS.
As used in this Agreement, the following terms shall have the meanings
specified below in this Section 1.0. For convenience of reference only, the
definitions of certain terms that are As Defined in the Act (as defined below)
are set forth on Schedule 1.0.
1.1 "Act" means the Communications Act of 1934 (47 U.S.C. 151 et.
--
seq.), as amended by the Telecommunications Act of 1996, and as from time to
---
time interpreted in the duly authorized rules and regulations of the FCC or the
Commission.
1.2 "ADSL" or "Asymmetrical Digital Subscriber Line" means a
transmission technology which transmits an asymmetrical digital signal of up to
6 mbps to the Customer and to 640 kbps from the Customer.
1.3 [Reserved]
1.4 "Agreement" means this Interconnection Agreement under sections
251 and 252 of the Act and all Exhibits and Schedules appended hereto.
1.5 "Ancillary Traffic," means all traffic that is destined for
ancillary services, or that may have special billing requirements, including but
not limited to the following: LSV/VCI, Directory Assistance, 911/E911, Operator
Services (call completion), 800/888 database query, LIDB, and information
services requiring special billing.
1.6 "As Defined in the Act" means as specifically defined by the Act
and as from time to time interpreted in the duly authorized rules and
regulations of the FCC or the Commission.
1.7 "As Described in the Act" means as described in or required by
the Act and as from time to time interpreted in the duly authorized rules and
regulations of the FCC or the Commission.
1.8 "Automatic Number Identification" or "ANI" means a Feature Group
D signaling parameter which refers to the number transmitted through a network
identifying the billing number of the calling party.
1.9 "Calling Party Number" or "CPN" is a Common Channel Signaling
("CCS") parameter which refers to the number transmitted through a network
identifying the calling party.
1.10 "Central Office Switch" means a switch used to provide
Telecommunications Services, including, but not limited to:
(a) "End Office Switch" or "End Office" which is used to
terminate Customer station Loops for the purpose of interconnection to each
other and to trunks; and
2
(b) "Tandem Switch" or "Tandem Office" which is a switching
entity that is used to connect and switch truck circuits between and among End
Office Switches and between and among End Office Switches and carriers'
aggregation points, points of termination, or points of presence. An "Access
Tandem Office" or "Access Tandem" is a Tandem Office with billing and recording
capabilities that is used to provide Switched Exchange Access Services.
A Central Office Switch may also be employed as a combination End
Office/Tandem Office Switch.
1.11 [Reserved]
1.12 "CLASS Features" means certain CCS-based features available to
Customers including, but not limited to; Automatic Call Back; Call Trace; Caller
Identification, and future offerings.
1.13 "Collocation" means an arrangement whereby one Party's (the
"Collocating Party") facilities are terminated in equipment necessary for
Interconnection or for access to Network Elements offered by the second Party on
an unbundled basis that has been installed and maintained at the premises of a
second Party (the "Housing Party"). For purposes of Collocation, the "premises"
of a Housing Party is limited to a Housing Party Wire Center, other mutually
agreed-upon locations of the Housing Party, or any other location for which
Collocation has been ordered by the FCC or Commission. Collocation may be
"physical" or "virtual". In "Physical Collocation," the Collocating Party
installs and maintains its own equipment in the Housing Party's premises. In
"Virtual Collocation," the Housing Party owns, installs, and maintains equipment
dedicated to use by the Collocating Party in the Housing Party's premises. BA
currently provides Collocation under terms, rates, and conditions as described
in tariffs on file or soon to be filed with the FCC and the Commission. Upon
request by either Party, BA and MFS will address the provision of additional
types of Collocation arrangements, including additional physical locations and
alternative utilizations of space and facilities.
1.14 "Commission" means the Virginia State Corporation Commission.
1.15 "Common Channel Signaling" or "CCS" means a method of
transmitting call set-up and network control data over a digital signaling
network separate from the public switched telephone network facilities that
carry the actual voice or data traffic of the call. "SS7" means the common
channel out of band signaling protocol developed by the Consultative Committee
for International Telephone and Telegraph ("CCITT") and the American National
Standards Institute ("ANSI"). BA and MFS currently utilized this out-of-band
signaling protocol. "CCSAC" or "CCSAS" means the common channel signaling access
connection or service, respectively, which connects one Party's signaling point
of interconnection ("SPOI") to the other Party's STP for the exchange of SS7
messages.
3
1.16 "Competing Local Exchange Carrier" or "CLEC" means any Local Exchange
Carrier other than BA, operating as such in BA's certificated territory in
Virginia. MFS is or will shortly become a CLEC.
1.17 "Cross Connection" means a jumper cable or similar connection provided
pursuant to Collocation at the digital signal cross connect, Main Distribution
Frame or other suitable frame or panel between (i) the Collocating Party's
equipment and (ii) the equipment or facilities of the Housing Party.
1.18 "Customer" means a third-party residence or business subscriber to
Telecommunications Services provided by either of the Parties.
1.19 "Dialing Parity" is As Defined in the Act.
1.20 "Digital Signal Level" means one of several transmission rates in the
time-division multiplex hierarchy.
1.21 "Digital Signal Level 0" or "DS0" means the 64 Kbps zero-level signal
in the time-division multiplex hierarchy.
1.22 "Digital Signal Level 1" or "DS1" means the 1.544 Mbps first-level
signal in the time-division multiplex hierarchy. In the time-division
multiplexing hierarchy of the telephone network, DS1 is the initial level of
multiplexing.
1.23 "Digital Signal Level 3" or "DS3" means the 44.736 Mbps third-level in
the time-division multiplex hierarchy. In the time-division multiplexing
hierarchy of the telephone network, DS3 is defined as the third level of
multiplexing.
1.24 "Exchange Access" is As Defined in the Act.
1.25 "Exchange Message Record" or "EMR" means the standard used for
exchange of telecommunications message information among Local Exchange Carriers
for billable, non-billable, sample, settlement, and study data. EMR format is
contained in BR-010-200-010 XXXX Exchange Message Record, a Xxxx Communications
Research, Inc. ("Bellcore") document that defines industry standards for
Exchange Message Records.
1.26 [Reserved]
1.27 "FCC"means the Federal Communications Commission.
1.28 "HDSL" or "High-Bit Rate Digital Subscriber Line" means a transmission
technology which transmits up to 784 Kbps simultaneously in both directions on a
two-wire channel using a 2 Binary / 1 Quartenary ("2B1Q") line code.
4
1.29 "Independent Telephone Company" or "ITC" means any entity other
than BA which, with respect to its operations within Virginia, is an "Incumbent
Local Exchange Carrier" As Described in the Act.
1.30 "Information Service Traffic" means Local Traffic or IntraLATA
Toll Traffic which originates on a Telephone Exchange Service line and which is
addressed to an information service provided over a Party's information services
platform.
1.31 "Integrated Digital Loop Carrier" means a subscriber loop carrier
system which integrates within the switch at a DS1 level that is twenty-four
(24) loop transmission paths combined into a 1.544 Mbps digital signal.
1.32 "Integrated Services Digital Network" or "ISDN" means a switched
network service providing end-to-end digital connectivity for the simultaneous
transmission of voice and data. Basic Rate Interface-ISDN ("BRI-ISDN'") provides
for digital transmission of two 64 kbps bearer channels and one 16 kbps data and
signaling channel (2B-D). Primary Rate Interface-ISDN ("PRI-ISDN") provides for
digital transmission of twenty three (23) 64 kbps bearer channels and one 16
kbps data and signaling channel (23 B+D).
1.33 "Interconnection" is as Described in the Act, and means the
connection of separate pieces of equipment or transmission facilities within,
between, or among networks. The architecture of Interconnection may include, but
is not limited to, Collocation Arrangements, entrance facilities, and Mid-Span
Meet arrangements.
1.34 "Interexchange Carrier" or "IXC" means a carrier that provides,
directly or indirectly, interLATA or intraLATA Telephone Toll Services.
1.35 "Interim Number Portability" or "INP" means the use of existing
and available call routing, forwarding, and addressing capabilities (e.g. remote
call forwarding) to enable a Customer to receive Telephone Exchange Service
provided by any Local Exchange Carrier operating within the exchange area with
which the Customer's telephone number(s) is associated, without having to change
the telephone number presently assigned to the Customer and regardless of
whether the Customer's chosen Local Exchange Carrier is the carrier that
originally assigned the number to the Customer.
1.36 "InterLATA" is As Defined in the Act.
1.37 "IntraLATA Toll Traffic" means those intraLATA calls that are not
defined as Local Traffic in this Agreement.
1.38 "Line Side" means an End Office Switch connection that provides
transmission, switching and optional features suitable for Customer connection
to the public switched network, including loop start supervision, ground start
supervision, and signaling for basic rate ISDN service.
5
1.39 "Line Status Verification" or "LSV" means an operator request for
a status check on the line of a called party. The request is made by one Party's
operator to an operator of the other Party. The verification of the status check
is provided to the requesting operator.
1.40 "Local Access and Transport Area" or "LATA" is As Defined in the
Act.
1.41 "Local Exchange Carrier" or "LEC" is As Defined in the Act. The
Parties to this Agreement are or will shortly become Local Exchange Carriers.
1.42 "Local Serving Wire Center" means a Wire Center that (i) serves
the area in which the other Party's or a third party's Wire Center, aggregation
point, point of termination, or point of presence is located, or any Wire Center
in the LATA in which the other Party's Wire Center, aggregation point, point of
termination or point of presence is located in which the other Party has
established a Collocation Arrangement or is purchasing an entrance facility, and
(ii) has the necessary multiplexing capabilities for providing transport
services.
1.43 "Local Telephone Number Portability" or "LTNP" means "number
portability" As Defined in the Act.
1.44 "Local Traffic," means traffic that is originated by a Customer
of one Party on that Party's network and terminates to a Customer of the other
Party's network, within a given local calling area, or expanded area service
("EAS") area, as defined in BA's effective Customer tariffs. Local Traffic does
not include traffic originated or terminated by a commercial mobile radio
service carrier.
1.45 "Main Distribution Frame" or "MDF" means the primary point at
which outside plant facilities terminate within a Wire Center, for
interconnection to other telecommunications facilities within the Wire Center.
1.46 "MECAB" means the Multiple Exchange Carrier Access Billing
(MECAB) document prepared by the Billing Committee of the Ordering and Billing
Forum ("OBF"), which functions under the auspices of the Carrier Liaison
Committee ("CLC") of the Alliance for Telecommunications Industry Solutions
("ATIS"). The MECAB document, published by Bellcore as Special Report
SR-BDS-000983, contains the recommended guidelines for the billing of an
Exchange Access service provided by two or more LECs, or by one LEC in two or
more states, within a singe LATA.
1.47 "MECOD" means the Multiple Exchange Carrier Ordering and Design
(MECOD) Guidelines for Access Services - Industry Support Interface, a document
developed by the Ordering/Provisioning Committee under the auspices of OBF. The
MECOD document, published by Bellcore as Special Report SR-STS-002643,
establishes methods for processing orders for Exchange Access service which is
to be provided by two or more LECs.
1.48 "Meet-Point Billing" or "MPB" means an arrangement whereby two or
more LECs jointly provide to a third party the transport element of a Switched
Exchange Access Service to one
6
of the LECs' End Office Switches, with each LEC receiving an appropriate share
of the transport element revenues as defined by their effective Exchange Access
tariffs. "Meet-Point Billing Traffic" means traffic that is subject to an
effective Meet-Point Billing arrangement.
1.49 "Mid-Span Meet" means an Interconnection architecture whereby two
carriers' fiber transmission facilities meet at a mutually agreed-upon
Interconnection point.
1.50 "Multiple Xxxx/Single Tariff" or "Multiple Xxxx/Multiple Tariff"
means the MPB method whereby each LEC prepares and renders its own meet point
xxxx in accordance with its own Tariff(s) for the portion of the
jointly-provided Switched Exchange Access Service which the LEC provides.
1.51 "Network Element" is As Defined in the Act.
1.52 "Network Element Bona Fide Request" means the process described
on Exhibit B that prescribes the terms and conditions relating to a Party's
request that the other Party provide a Network Element not otherwise provided by
the terms of this Agreement.
1.53 "North American Numbering Plan" or "NANP" means the numbering
plan used in the United States that also serves Canada, Bermuda, Puerto Rico and
certain Caribbean Islands. The NANP format is a 10-digit number that consists of
a 3-digit NPA code (commonly referred to as the area code), followed by a
3-digit NXX code and 4-digit line number.
1.54 "Numbering Plan Area" or "NPA" is also sometimes referred to as
an area code. There are two general categories of NPAs, "Geographic NPAs" and
"Non-Geographic NPAs." A Geographic NPA is associated with a defined geographic
area, and all telephone numbers bearing such NPA are associated with services
provided within that geographic area. A Non-Geographic NPA, also known as a
"Service Access Code" or "SAC Code," is typically associated with a specialized
telecommunications service which may be provided across multiple geographic NPA
area; 800, 900, 700, 500 and 888 are examples of Non-Geographic NPAs.
1.55 "NXX," "NXX Code," or "End Office Code" means the three digit
switch entity indicator (i.e. the first three digits of a seven digit telephone
- -
number).
1.56 "Permanent Number Portability" or "PNP" means the use of a
database or other technical solution that comports with regulations issued by
the FCC to provided LTNP for all customers and service providers.
1.57 "Port Element" or "Port" means a line card (or equivalent) and
associated peripheral equipment on and End Office Switch which serves as the
Interconnection between individual loops or individual Customer trunks and the
switching components of an End Office Switch and the associated switching
functionality in that End Office Switch. Each Port is typically associated with
one (or more) telephone number(s) which serves as the Customer's network
address.
7
1.58 "Rate Center Area" or "Exchange Area" means the specific geographic
point and corresponding geographic area which has been identified by a given
LEC as being associated with a particular NPA-NXX code assigned to the LEC for
its provisions of Telephone Exchange Services. The Rate Center Area is the
exclusive geographic area which the LEC has identified as the area within which
it will provide Telephone Exchange Services bearing the particular NPA-NXX
designation associated with the specific Rate Center Area. A "Rate Center
Point" is a specific geographic point, defined by a V&H coordinate, located
within the Rate Center Area and used to measure distance for the purpose of
billing Customers for distance-sensitive Telephone Exchange Services and Toll
Traffic.
1.59 "Rate Demarcation Point" means the point of minimum penetration at the
Customer's premises or other point, as defined in a Party's Tariffs, where
network access recurring charges and LEC responsibility ends and beyond which
Customer responsibility begins.
1.60 "Rating Point" or "Routing Point" means a specific geographic point
identified by a specific V&H coordinate. The Rating Point is used to route in
bound traffic to specified NPA-NXXs and to calculate mileage measurements for
distance-sensitive transport charges of switched access services. Pursuant to
Bellcore Practice BR-795-100-100, the Rating Point may be an End Office
location, or a "LEC Consortium Point of Interconnection." Pursuant to that same
Bellcore Practice, examples of the latter shall be designated by a common
language location identifier (CLLI) code with (x)KD in positions 9, 10, 11,
where (x) may be any alphanumeric A-Z or 0-9. The Rating Point/Routing Point
must be located within the LATA in which the corresponding NPA-NXX is located.
However, the Rating Point Routing Point associated with each NPA-NXX need not be
the same as the corresponding Rate Center Point, nor must it be located within
the corresponding Rate Center Area, nor must there be a unique and separate
Rating Point Corresponding to each unique and separate Rate Center.
1.61 "Reciprocal Compensation" is As Described in the Act, and refers to
the payment arrangements that recover costs incurred for the transport and
termination of Local Traffic originating on one Party's network and terminating
on the other Party's network.
1.62 "Service Control Point" or "SCP" means the node in the common channel
signaling network to which informational requests for service handling, such as
routing, are directed and processed. The SCP is a real time database system
that, based on a query from a service switching point and via a Signaling
Transfer Point, performs subscriber or application-specific service logic,and
then sends instructions back to the SSP on how to continue call processing.
1.63 "Signaling Transfer Point" or "STP" means a specialized switch that
provides SS7 network access and performs SS7 message routing and screening.
1.64 "Switched Access Detail Usage Data" means a category 1101XX record as
defined in the EMR Bellcore Practice BR-010-200-010.
1.65 "Switched Access Summary Usage Data" means a category 1150XX record as
defined in the EMR Bellcore Practice BR-010-200-010.
8
1.66 "Switched Exchange Access Service" means the offering of transmission
and switching services for the purpose of the origination or termination of Toll
Traffic. Switched Exchange Access Service include but may not be limited to:
Feature Group A, Feature Group B, Feature Group D, 700 access, 800 access, 888
access and 900 access.
1.67 "Synchronous Optical Network" or SONET" means an optical interface
standard that allows inter-networking of transmission products from multiple
vendors. The base rate is 51.84 Mbps (OC-1/STS-1) and higher rates are direct
multiples of the base rate, up to 13.22 Gpbs.
1.68 "Tariff" means any applicable federal or state Tariff of a Party, or
standard agreement or other document that sets forth the generally available
terms and conditions under which a Party offers a particular service, facility,
or arrangement.
1.69 "Technically Feasible Point" is As Described in the Act.
1.70 "Telecommunications" is As Defined in the Act.
1.71 "Telecommunications Act" means the Telecommunications Act of 1996 and
any rules regulations promulgated thereunder.
1.72 "Telecommunications Carrier" is As Defined in the Act.
1.73 "Telecommunications Service" is As Defined in the Act.
1.74 "Telephone Exchange Service," sometimes also referred to as "Exchange
Service," is As Defined in the Act. Telephone Exchange Service generally
provides the Customer with a telephonic connection to, and a unique telephone
number address on, the public switched telecommunications network, and enables
such Customer to place or receive calls to all other stations on the public
switched telecommunications network.
1.75 "Toll Traffic" means traffic that is originated by a Customer of one
Party on that Party's network and terminates to a Customer of the other Party on
that Party's network and is not Local Traffic or Ancillary Traffic. Toll
Traffic may be either "IntraLATA Toll Traffic" or "InterLATA Toll Traffic,"
depending on whether the originating and terminating points are within the same
LATA.
1.76 "Transit Traffic" means any traffic that originates from or terminates
at MFS's network, "transits" BA's network substantially unchanged, and
terminates to or originates from a third carrier's network, as the case may be.
"Transit Traffic Service" provides MFS with the ability to use its connection to
a BA Access Tandem Switch for the delivery of calls which originate or
terminate with MFS and terminate to or originate from a carrier other than
BA, such as another CLEC, a LEC other than BA, or a wireless carrier. In these
cases, neither the originating nor terminating Customer is a Customer of BA.
This service is provided through BA's Access Tandem
9
Switches. "Transit Traffic" and "Transit Traffic Service" do not include or
apply to traffic that is subject to an effective Meet-Point Billing arrangement.
1.77 "Trunk Side" means a Central Office Switch connection that is
capable of, and has been programmed to treat the circuit as, connecting to
another switching entity (e.g. another carrier's network). Truck Side
- -
connections offer those transmission and signaling features appropriate for the
connection of switching entities.
1.78 "Unbundled Local Loop Element" or "ULL" means a transmission path
that extends from a Main Distribution Frame, DSX-panel, or functionally
comparable piece of equipment in the Customer's serving End office to the Rate
Demarcation Point (or network interface device (NID) if installed) in or at a
Customer's premises. The actual loop transmission facilities used to provide an
ULL may utilize any of several technologies.
1.79 "Verification with Call Interruption" or "VCI" means a service
that may be requested and provided when Line Status Verification has determined
that a line is busy due to an ongoing call. VCI is an operator interruption of
that ongoing call to inform the called party that a calling party is seeking to
complete his or her call to the called party.
1.80 "Voice Grade" means either an analog signal of 300 to 3000 Hz or
a digital signal of 56/64 kilobits per second. When referring to digital voice
grade service (a 56/64 kbps channel), the terms "DS-O" or "sub-DS-1" may also be
used.
1.81 "Wire Center" means a building or portion thereof in which a
Party has the exclusive right of occupancy and which serves as a Routing Point
for Switched Exchange Access Service.
2.0 INTERPRETATION AND CONSTRUCTION.
2.1 All references to Sections, Exhibits and Schedules shall be
deemed to be references to Sections of, and Exhibits and Schedules to, this
Agreement unless the context shall otherwise require. The headings used in this
Agreement are inserted for convenience of reference only and are not intended to
be a part of or to affect the meaning of this Agreement. Unless the context
shall otherwise require, any reference to any agreement, other instrument
(including BA or other third party offerings, guides or practices), statue,
regulation, rule or tariff is to such agreement, instrument, statute,
regulation, or rule or tariff as amended and supplemented from time to time
(and, in the case of a statute, regulation, rule or tariff, to any successor
provision).
2.2 Subject to the terms set forth in Section 20, each Party hereby
incorporates by reference those provisions of its tariffs that govern the
provision of any of the services or facilities provided hereunder. If any
provision of this Agreement and an applicable tariff cannot be reasonably
construed or interpreted to avoid conflict, the Parties agree to negotiate in
good faith to reconcile and resolve such conflict. If any provision contained in
this main body of the Agreement and any Exhibit hereto cannot be reasonably
construed or interpreted to avoid conflict, the
10
provision contained in this main body of the Agreement shall prevail. The fact
that a condition, right, obligation, or other term appears in this Agreement but
not in any such tariff shall not be interpreted as, or be deemed grounds for
finding, a conflict for purposes of this Section 2.
3.0 INTERCONNECTION ACTIVATION DATES AND IMPLEMENTATION SCHEDULE.
3.1 Subject to the terms and conditions of this Agreement, each Party
shall exercise its best efforts to adhere to the Interconnection Activation
Dates and Network Implementation Schedule set forth in Schedule 3.0, and to
provide fully operational service predominantly over its own Telephone Exchange
Service facilities to business and residential Customers upon the achievement of
the milestones in said Schedule for each listed LATA in Virginia. For purposes
of this Agreement, MFS's service in Virginia shall be considered provided
"predominantly over its own Telephone Exchange Service facilities" if MFS uses
its own Central Office Switch(es) (as opposed to resale of another carrier's
Telephone Exchange Service or Ports) to serve the majority of its Telephone
Exchange Service Customers, its own interoffice transport facilities for the
majority of its interoffice transport needs, and its own local loops (or
functional equivalent), in addition to resale of other carriers' Telephone
Exchange Service or ULLs, to serve its Telephone Exchange Service Customers.
3.2 Schedule 3.0 may be revised and supplemented from time to time
upon the mutual agreement of the Parties to reflect the intention of the Parties
to interconnect in additional LATAs pursuant to subsection 4.4 by attaching one
or more supplementary schedules to Schedule 3.0. The Parties stipulate and agree
that the performance of the terms of this Agreement will satisfy BA's obligation
to provide Interconnection under Section 251 of the Act, and the requirements
of the Competitive Checklist, under Section 271 of the Act. MFS represents that
it is, or intends to become, a provider of Telephone Exchange Service to
residential and business subscribers offered exclusively over its own Telephone
Exchange Service facilities or predominantly over its own Telephone Exchange
Service facilities in combination with the resale of the Telecommunications
Services of other carriers.
4.0 INTERCONNECTION PURSUANT TO SECTION 251(c)(2)
The types of Traffic to be exchanged under this Agreement shall be Local
Traffic, IntraLATA Toll (and InterLATA Toll, as applicable) Traffic, Transit
Traffic, Meeting Point Billing Traffic, and Ancillary Traffic. Subject to the
terms and conditions of this Agreement, Interconnection of the Parties
facilities and equipment for the transmission and routing of Local Traffic and
Toll Traffic pursuant to this Section 4 shall be established on or before the
corresponding "Interconnection Activation Date" shown for each such LATA within
Virginia on Schedule 3.0. Both Schedule 3.0 and Schedule 4.0 may be revised and
supplemented from time to time upon the mutual agreement of the Parties to
reflect Interconnection in additional LATAs in Virginia pursuant to subsection
4.4 by attaching one or more supplementary addenda to such Schedules.
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4.1 SCOPE
4.1.1 Section 4 describes the architecture for Interconnection of
the Parties' facilities and equipment over which the Parties shall configure the
following separate and distinct truck groups:
Traffic Exchange Trunks for the transmission and routing of
-----------------------
terminating Local Traffic and IntraLATA Toll Traffic between their
respective Telephone Exchange Service customers pursuant to Section
251 (c)(2) of the Act, in accordance with Section 5 below;
Access Toll Connecting Trunks for the transmission and routing of
-----------------------------
Exchange Access traffic between MFS Telephone Exchange Service
customers and purchasers of BA's Switched Exchange Access Service via
a BA Access Tandem, pursuant to Section 251 (c)(2) of the Act, in
accordance with Section 6 below;
Information Services Trunks for the transmission and routing of
---------------------------
terminating Information Services Traffic in accordance with Section 7
below;
LSV/VCI Trunks for the transmission and routing of termination LSV/VCI
--------------
traffic, in accordance with Section 7 below;
911/E911 Trunks for the transmission and routing of terminating
---------------
E911/911 traffic, in accordance with Section 7 below;
Directory Assistance Trunks for the transmission and routing of
---------------------------
terminating directory assistance traffic, in accordance with
subsection 19.4 below; and
Operator service (call completion) Trunks for the transmission and
-----------------------------------------
routing of terminating call completion traffic, in accordance with
subsection 19.4 below.
4.1.2 The SONET interconnection arrangement described in subsection
4.2 shall be (i) used only for the termination of Local Traffic and IntraLATA
Toll Traffic until such time as the Parties have agreed to appropriate
compensation arrangements relating to the exchange of other types of traffic
over such system, and (ii) subject to the Parties' reaching agreement on an
appropriate compensation arrangement in the event either Party will be providing
or utilizing (in terms of minutes of use) significantly more than one-half of
the SONET facility. Unless otherwise agreed to by the Parties, the SONET system
described herein shall not be used to exchange InterLATA Toll Traffic. Until the
SONET system has been established by the Parties in accordance with subsection
4.3 and this subsection 4.1.2, the Parties agree to adopt an initial
interconnection architection for the exchange of Local Traffic and Toll
(IntraLATA and InterLATA) Traffic.
12
4.1.3 To the extent required by Section 251 of the Act, the
Parties represent that the arrangements provided in subsections 4.2 and 4.3 of
this Agreement provide for Interconnection to each other's networks at any
technically feasible point. For the purposes of this Agreement, the Parties
agree that Interconnection for the transport and termination of traffic may take
place, in the case of BA, at a terminating End Office, an Access Tandem, a Local
Serving Wire Center and/or other points as specified herein, and, in the case of
MFS, at a node or Central Office and/or other points as specified herein
(collectively, the "Interconnection Points" or "IPs").
4.1.4 The Parties shall establish physical interconnection points
at the available IPs at the locations designated in Schedule 4.0. The mutually
agreed-upon IPs on the MFS network at which MFS will provide transport and
termination of traffic shall be designated as the MFS Interconnection Points
("M-IPs"); the mutually agreed-upon IPs on the BA network shall be designated as
the BA Interconnection Points ("BA-IPs"), provided that, for the purpose of
charging for the transport of traffic from the BA-IP to the M-IP in any given
LATA, the M-IP shall be no further than an entrance facility away from the BA-IP
in such LATA. The Parties may by mutual agreement establish additional
interconnection points at any technically feasible points consistent with the
Act.
4.2 PHYSICAL ARCHITECTURE. In each LATA identified on Schedule 4.0, MFS
and Xxxx Atlantic shall jointly engineer and operate a diverse Synchronous
Optical Network ("SONET") transmission system by which they shall interconnect
their networks pursuant to the joint network reconfiguration and grooming plan
specified in subsection 10.1 ("Joint Grooming Plan"), and according to the
following specifications:
4.2.1 The SONET system shall be used to deliver appropriate
traffic to a mutually agreed-upon Interconnection Point on each Party's network.
4.2.2 The SONET transmission system in each LATA shall be
configured substantially as illustrated in Schedule 4.2 and pursuant to the
Joint Grooming Plan, or as otherwise mutually agreed. The Parties shall agree
upon which Party or Parties shall be responsible for procuring, installing, and
maintaining the agreed-upon Optical Line Terminating Multiplexor ("OLTM")
equipment, fiber optic facilities and other equipment pursuant to the Joint
Grooming Plan, as illustrated in that Schedule.
4.2.3 The physical interface of MFS's and BA's facilities
necessary to effect SONET transmission shall be at the optical level via a
Mid-Span Meet or other comparable means, or as otherwise mutually agreed.
4.3 INITIAL ARCHITECTURE
4.3.1 The Parties agree to provide initial interconnection
arrangements utilizing electrical handoff, substantially as illustrated in
Schedule 4.3, for a period of no more than eighteen (18) months after the later
of the Effective Date and the LATA Start Date set forth for the LATA in Schedule
3.0; provided, however, that such initial interconnection arrangements
13
shall continue until (i) facilities suitable for the SONET arrangements
described in subsection 4.2 are established by each of the Parties in its own
sole discretion in the LATA at the mutually agreed-upon SONET meet points and
made available, and (ii) the Parties have agreed upon fully compatible OLTM
equipment for use with such facilities.
4.3.2 The Parties agree to utilize the M-IP and BA-IP in each LATA as
designated in Schedule 4.0 as the points from which each Party will provide the
transport and termination of traffic.
4.3.3 MFS shall provide its own facilities for the delivery of
traffic to a collocation arrangement established at the BA-IP pursuant to
Section 13. Xxxx Atlantic shall provide transport and termination of the traffic
beyond the BA-IP.
4.3.4 BA shall purchase an MFS entrance facility (and any necessary
multiplexing) from the BA-IP to the M-IP for the delivery of traffic to the
M-IP. Alternatively, BA may choose to provide its own facilities to a
collocation arrangement established at the M-IP pursuant to Section 13. MFS
shall provide transport and termination of the traffic beyond the M-IP.
4.3.5 Under this initial architecture described in this subsection
4.3, either Party may utilize the Traffic Exchange Trunks for the termination of
its InterLATA Toll Traffic in accordance with the terms contained in Section 5
below and pursuant to the other Party's Switched Exchange Access Service
tariffs. The other Party's Switched Exchange Access Service rates shall apply to
such Traffic. Such InterLATA Toll Traffic may not be routed over the trunk
groups under the SONET architecture described in subsection 4.2, however, unless
specifically agreed to by the Parties.
4.4 INTERCONNECTION IN ADDITIONAL LATAs
4.4.1 If MFS determines to offer Telephone Exchange Services in any
LATA not listed in Schedule 3.0 in which BA also offers Telephone Exchange
Services, MFS shall provide written notice to BA of the need establish
Interconnection in such LATA pursuant to this Agreement.
4.4.2 The notice provided in subsection 4.4.1 shall include (i) the
initial Routing Point MFS has designated in the new LATA; (ii) MFS's requested
Interconnection Activation Date (and related milestone dates in accordance with
the format in Schedule 3.0); and (iii) a non-binding forecast of MFS's trunking
requirements.
4.4.3 Unless otherwise agreed to by the Parties, the Parties shall
designate the Wire Center MFS has identified as its initial Routing Point in the
LATA as the M-IP in that LATA and shall designate a mutually agreed BA Local
Serving Wire Center that houses an Access Tandem Office within the LATA nearest
to the M-IP (as measured in airline miles utilizing the V&H coordinates method)
as the BA-IP in that LATA, provided that, for the
14
purpose of charging for the transport of traffic from the BA-IP to the M-IP,
the M-IP shall be no further than an entrance facility away from the BA-IP.
4.4.4 The Parties shall agree upon an addendum to Schedule 3.0 to
reflect the schedule applicable to each new LATA requested by MFS; provided,
however, that unless agreed by the Parties, the Interconnection Activation Date
in a new LATA shall not be earlier than forty-five (45) days after receipt by BA
of all complete and accurate trunk orders and routing information. Within ten
(10) business days of BA's receipt of MFS's notice, BA and MFS shall confirm the
BA-IP, the M-IP and the Interconnection Activation Date for the new LATA by
attaching an addendum to Schedule 3.0.
4.5 INTERCONNECTION POINTS FOR DIFFERENT TYPES OF TRAFFIC. Each Party
shall make available Interconnection Points and facilities for routing of
traffic from those Interconnection Points as designated in Schedule 4.5. Any
additional traffic that is not covered in Schedule 4.5 shall be subject to
separate negotiations between the Parties, except that (i) either Party may
deliver traffic of any type or character to the other Party for termination as
long as the delivering Party pays the receiving Party's then current Switched
Exchange Access rates for such traffic, and (ii) upon a bona fide request from
---- ----
either Party, the Parties will exercise all reasonable efforts to conclude an
agreement covering the exchange of such traffic.
5.0 TRANSMISSION AND ROUTING OF TELEPHONE EXCHANGE SERVICE TRAFFIC PURSUANT TO
SECTION 251(C)(2)
5.1 SCOPE OF TRAFFIC. Section 5 prescribes parameters for trunk groups
(the "Traffic Exchange Trunks") to be effected over the Interconnections
specified in Section 4.0 for the transmission and routing of Local Traffic and
IntraLATA Toll Traffic between the Parties' respective Telephone Exchange
Service Customers.
5.2 TRUNK GROUP CONNECTIONS AND ORDERING
5.2.1 Trunk group connections will be made at a DS-1 level or higher
for exchange of Local and Toll Traffic. Higher speed connections shall be made,
when and where available, in accordance with the Joint Grooming Plan prescribed
in Section 10. Ancillary Traffic trunk groups may be made below a DS-1 level, as
may be agreed to by the Parties.
5.2.2 Each Party will identify its Carrier Identification Code, a
three or four digit numeric obtained from Bellcore, to the other Party when
ordering a trunk group.
5.3 ADDITIONAL SWITCHING SYSTEM HIERARCHY AND TRUNKING REQUIREMENTS
5.3.1 For purposes of routing MFS traffic to BA, the subtending
arrangements between BA Access Tandem Switches and BA End Office Switches shall
be the same as the Access Tandem/End Office subtending arrangements BA maintains
for the routing of its own' or other carriers' traffic. For purposes of routing
BA traffic to MFS, the subtending arrangements.
15
between MFS Access Tandem Switches (or functional equivalent) and MFS End Office
Switches (or functional equivalent) shall be the same as the Access Tandem/End
Office subtending arrangements (or functional equivalent) which MFS maintains
for the routing of its own or other carriers' traffic.
5.4 SIGNALING
Each Party will provide the other Party with access to its databases and
associated signaling necessary for the routing and completion of the other
Party's traffic in accordance with the provisions contained in Section 17 below.
5.5 GRADES OF SERVICE
The Parties shall initially engineer and shall jointly monitor and enhance
all trunk groups consistent with the Joint Grooming Plan as set forth in Section
10.
5.6 MEASUREMENT AND BILLING
5.6.1 For billing purposes, each Party shall pass Calling Party Number
("CPN") information on each call carried over the Traffic Exchange Trunks,
wherever technically feasible. At such time as either Party has the ability, as
the Party receiving the traffic, to use such CPN information to classify on an
automated basis traffic delivered by the other Party as either Local Traffic or
Toll Traffic, such receiving Party shall xxxx the originating Party the Local
Traffic termination rates, Intrastate Exchange Access rates, or Interstate
Exchange Access rates applicable to each minute of Traffic for which CPN is
passed, as provided in Exhibit A and applicable Tariffs.
5.6.2 If, under the circumstances set forth in subsection 5.6.1, it is
not technically feasible for the originating Party to pass CPN on up to ten
percent (10%) of calls, the receiving Party shall xxxx the originating Party the
Local Traffic termination rates, Intrastate Exchange Access rates, or Interstate
Exchange Access rates applicable to each minute of traffic, as provided in
Exhibit A and applicable Tariffs, for which CPN is passed. For the remaining up
to ten percent (10%) of calls without CPN information, the receiving Party shall
xxxx the originating Party for such traffic as Local Traffic termination rates.
Intrastate Exchange Access rates, or Interstate Exchange Access rates applicable
to each minute of traffic, as provided in Exhibit A and applicable Tariffs, in
direct proportion to the minutes of use of calls passed with CPN information.
5.6.3 If it is not technically feasible for the originating Party to
pass CPN on more than ten percent (10%) of calls, or if the receiving Party
lacks the ability to use CPN information to classify on an automated basis
traffic delivered by the other Party as either Local Traffic or Toll Traffic,
and the originating Party chooses to combine Local and Toll Traffic on the same
trunk group, it will supply an auditable Percent Local Use ("PLU") report
quarterly, based on the previous three months' traffic, and applicable to the
following three months. If the originating Party also chooses to combine
Interstate and Intrastate Toll Traffic on the same trunk
16
group, it will supply an auditable Percent Interstate Use ("PIU") report
quarterly, based on the previous three months' terminating traffic, and
applicable to the following three months. In lieu of the foregoing PLU and/or
PIU reports, the Parties may agree to provide and accept reasonable surrogate
measures for an agreed-upon interim period.
5.6.4 Measurement of billing minutes for purposes of determining
terminating compensation shall be in conversation seconds.
5.7 RECIPROCAL COMPENSATION ARRANGEMENTS -- SECTION 251(B)(5).
Reciprocal Compensation arrangements address the transport and termination
of Local Traffic. BA's delivery of Traffic to MFS that originated with a third
carrier is addressed in subsection 7.3. Where MFS delivers Traffic (other than
Local Traffic) to BA, except as may be set forth herein or subsequently agreed
to by the Parties, MFS shall pay BA the same amount that such carrier would have
paid BA for termination of that Traffic at the location the Traffic is delivered
to BA by MFS. Compensation for the transport and termination of traffic not
specifically addressed in this subsection 5.7 shall be as provided elsewhere in
this Agreement, or if not so provided, as required by the Tariffs of the Party
transporting and/or terminating the traffic.
5.7.1 Nothing in this Agreement shall be construed to limit either
Party's ability to designate the areas within which that Party's Customers may
make calls which that Party rates as "local" in its Customer Tariffs.
5.7.2 The Parties shall compensate each other for transport and
termination of Local Traffic in an equal and symmetrical manner at the rates
provided in the Detailed Schedule of Itemized Charges (Exhibit A hereto) or, if
not set forth therein, in the applicable Tariff(s) of the terminating Party, as
the case may be. These rates are to be applied at the M-IP for traffic delivered
by BA, and at the BA-IP for traffic delivered by MFS. No additional charges,
including port or transport charges, shall apply for the termination of Local
Traffic delivered to the BA-IP or the M-IP, except as set forth in Exhibit A.
When Local Traffic is terminated over the same trunks as Toll Traffic, any port
or transport or other applicable access charges related to the Toll Traffic
shall be prorated to be applied only to the Toll Traffic.
5.7.3 The Reciprocal Compensation arrangements set forth in this
Agreement are not applicable to Switched Exchange Access Service. All Switched
Exchange Access Service and all Toll Traffic shall continue to be governed by
the terms and conditions of the applicable federal and state Tariffs.
5.7.4 Compensation for transport and termination of all Traffic which
has been subject to performance of INP by one Party for the other Party pursuant
to Section 14 shall be as specified in subsection 14.5.
5.7.5 The designation of Traffic as Local or Toll for purposes of
compensation shall be based on the actual originating and terminating points of
the complete end-to-end call, regardless of the carrier(s) involved in carrying
any segment of the call.
17
5.7.6 Each Party reserves the right to measure and audit all Traffic
to ensure that proper rates are being applied appropriately. Each Party agrees
to provide the necessary Traffic data or permit the other Party's recording
equipment to be installed for sampling purposes in conjunction with any such
audit.
5.7.7 The Parties will engage in settlements of alternate-billed
calls (e.g. collect, calling card, and third-party billed calls) originated or
- -
authorized by their respective Customers in Virginia in accordance with the
terms of an appropriate billing services agreement for intraLATA intrastate
alternate-billed calls or such other arrangement as may be agreed to by the
Parties.
6.0 TRANSMISSION AND ROUTING OF EXCHANGE ACCESS TRAFFIC PURSUANT TO 251(C)(2).
6.1 SCOPE OF TRAFFIC
Section 6 prescribes parameters for certain trunks to be established over
the Interconnections specified in Section 4 for the transmission and routing of
traffic between MFS Telephone Exchange Service Customers and Interexchange
Carriers ("Access Toll Connecting Trunks"). This includes casually-dialed (10XXX
and 101XXXX) traffic.
6.2 TRUNK GROUP ARCHITECTURE AND TRAFFIC ROUTING
6.2.1 MFS shall establish Access Toll Connecting Trunks by which it
will provide tandem-transported Switched Exchange Access Services to
Interexchange Carriers to enable such Interexchange Carriers to originate and
terminate traffic to and from MFS's Customers.
6.2.2 Access Toll Connecting Trunks shall be used solely for the
transmission and routing of Exchange Access to allow MFS's Customers to connect
to or be connected to the interexchange trunks of any Interexchange Carrier
which is connected to an BA Access Tandem.
6.2.3 The Access Toll Connecting Trunks shall be two-way trunks
connecting an End Office Switch MFS utilizes to provide Telephone Exchange
Service and Switched Exchange Access in a given LATA to an Access Tandem BA
utilizes to provide Exchange Access in such LATA.
6.2.4 The Parties shall jointly determine which BA Access Tandem(s)
will be subtended by each MFS End Office Switch. MFS's End Office switch shall
subtend the BA Access Tandem that would have served the same rate center on BA's
network. Alternative configurations will be discussed as part of the Joint
Plan.
6.3 MEET-POINT BILLING ARRANGEMENTS
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6.3.1 MFS and BA will establish Meet-Point Billing arrangements in
order to provide a common transport option to Switched Access Services Customers
via an Access Tandem Switch in accordance with the Meet-Point Billing guidelines
contained in the OBF's MECAB and MECOD documents, except as modified herein, and
BA's Virginia Tariff Number 217, Section 2.4.8. The arrangements described in
this Section 6 are intended to be used to provide Switched Exchange Access
Service that originates and/or terminates on a Telephone Exchange Service that
is provided by either Party, where the transport component of the Switched
Exchange Access Service is routed through a Tandem Switch that is provided by
BA.
6.3.2 In each LATA, the Parties shall establish MPB arrangements
between the applicable Rating Point/BA Local Serving Wire Center combinations.
6.3.3 Interconnection for the MPB arrangement shall occur at the
BA-IP in the LATA, unless otherwise agreed to by the Parties.
6.3.4 MFS and BA will use reasonable efforts, individually and
collectively, to maintain provisions in their respective state access tariffs,
and or provisions within the National Exchange Carrier Association ("NECA")
tariff No. 4, or any successor Tariff sufficient to reflect the MPB arrangements
established pursuant to this Agreement.
6.3.5 Each Party shall implement the "Multiple Xxxx/Single Tariff" or
"Multiple Xxxx/Multiple Tariff" option, as appropriate, in order to xxxx an IXC
for the portion of the jointly provided telecommunications service provided by
that Party.
6.3.6 The rate elements to be billed by each Party are as set forth
in Schedule 6.3. The actual rate values for each Party's affected access
service rate element shall be the rates contained in that Party's own effective
federal and state access tariffs, or other document that contains the terms
under which that Party's access services are offered. The MPB billing
percentages for each Rating Point/BA Local Serving Wire Center combination shall
be calculated in accordance with the formula set forth in subsection 6.3.16
below.
6.3.7 Each Party shall provide the other Party with the billing name,
billing address, and Carrier Identification Code ("CIC") of the IXC, and
Identification of the IXC's Local Serving Wire Center in order to comply with
the MPB notification process as outlined in the MECAB document via facsimile or
such other media as the Parties may agree to.
6.3.8 BA shall provide MFS with the Switched Access Detail Usage Data
(category 1101XX records) on magnetic tape or via such other media as the
Parties may agree to, no later than ten (10) business days after the date the
usage occurred.
6.3.9 MFS shall provide BA with the Switched Access Summary Usage
Data (category 1150XX records) on magnetic tape or via such other media as the
Parties may agree, no later than ten (10) business days after the date of its
rendering of the xxxx to the relevant IXC, which xxxx shall be rendered no less
frequently than monthly.
19
6.3.10 Each Party shall coordinate and exchange the billing account
reference ("BAR") and billing account cross reference ("BACR") numbers or
Operating Company Name ("OCN"), as appropriate, for the MPB Service. Each Party
shall notify the other if the level of billing or other BAR/BACR elements
change, resulting in a new BAR/BACR number, or if the OCN changes.
6.3.11. Errors may be discovered by MFS, the IXC or BA. Each Party
agrees to provide the other Party with notification of any errors it discovers
within two (2) business days of the date of such discovery. In the event of a
loss of data, both Parties shall cooperate to reconstruct the lost data and, if
such reconstruction is not possible, shall accept a reasonable estimate of the
lost data based upon prior usage data.
6.3.12 Either Party may request a review or audit of the various
components of access recording up to a maximum of two (2) audits per calender
year. All costs associated with each review and audit shall be borne by the
requesting Party. Such review or audit shall be conducted subject to
confidentiality protection and during regular business hours. A Party may
conduct additional audits, at its expense, upon the other Party's consent, which
consent shall not be unreasonably withheld.
6.3.13. Nothing contained in this subsection 6.3, shall create any
liability for damages, losses, claims, costs, injuries, expenses or other
liabilities whatsoever on the part of either Party (other than as may be set
forth in MECAB or in any applicable Tariff).
6.3.14. The Parties shall not charge one another for the services
rendered or information provided pursuant to this subsection 6.3.
6.3.15 MPB will apply for all traffic bearing the 500, 900, 800/888
(to the extent provided by an IXC) or any other non-geographic NPA which may be
likewise designated for such traffic in the future.
6.3.16 In the event MFS determines to offer Telephone Exchange
Services in another LATA in which BA operates an Access Tandem Switch, BA shall
permit and enable MFS to subtend the BA Access Tandem Switch(es) designated for
the BA End Offices in the area where the MFS Rating Point(s) associated with
the NPA-NXX(s) to from which the Switched Exchange Access Services are homed.
The MPB billing percentages for each new Rating Point/BA Local Serving Wire
Center combination shall be calculated according to the following formula:
a/(a + b) = MFS Billing Percentage
and
b/(a + b) = BA Billing Percentage
where:
-----
a = the airline mileage between the Rating Point and the
actual point of interconnection for the MPB arrangement: and
20
b = the airline mileage between the BA Local Serving Wire Center
and the actual point of interconnection for the MPB arrangement.
MFS shall inform BA of the LATA in which it intends to offer Telephone Exchange
Services and its calculation of the billing percentages which should apply for
such arrangement, as part of the notice required by subsection 4.4.1 above.
Within ten (10) business days of MFS's delivery of notice to BA, BA and MFS
shall confirm the new Rating Point/BA Local Serving Wire Center combination and
billing percentages. Nothing in this subsection 6.3.16 shall be construed to
limit MFS"S ability to select to interconnect with BA in additional LATAs by
means of Interconnection at a Local Serving Wire Center, to the extent that such
Interconnection is permitted under this Agreement.
6.4 800/888 TRAFFIC
The following terms shall apply when either Party delivers 800/888 calls to
the other Party for completion.
6.4.1. When MFS delivers untranslated 800/888 calls to BA for
completion
(a) to an IXC, BA shall:
(i) Provide a MPB record in an industry standard format
to MFS; and
(ii) Xxxx the IXC the appropriate BA query charge
associated with the call.
(b) as an IntraLATA call to BA or another LEC in the LATA, BA
shall
(i) Provide a copy record in an industry standard
format to MFS:
(ii) Xxxx MFS the appropriate BA query charge associated
with the call; and
(iii) Submit the call records to ITORP for payment by BA
or the LEC that is the 800/888 service provider of MFS's
and any intermediate LEC's Tariffed Exchange Access
charges and query charges.
6.4.2 When BA delivers 800/888 calls originated by BA's or another
LEC's Customers to MFS for completion
21
(a) to MFS in its capacity as an IXC. BA shall:
(i) Xxxx MFS the appropriate BA query charge
associated with the call; and
(ii) Xxxx MFS the appropriate FGD Exchange Access
charges associated with the call.
(b) as an IntraLATA call to MFS in its capacity as a LEC.
(i) BA shall submit the appropriate call records to
ITORP for payment by MFS of BA's (and another LEC's, if
appropriate) Tariffed Exchange Access charges; and
(ii) MFS shall pay the originating LEC's appropriate
query charge associated with the call.
7.0 TRANSPORT AND TERMINATION OF OTHER TYPES OF TRAFFIC
7.1 INFORMATION SERVICES TRAFFIC
The following provisions shall apply only to MFS-originated Information
Services Traffic directed to an information services platform connected to BA's
network. At such time as MFS connects Information Services platforms to its
network, the Parties shall agree upon a suitable arrangement for BA-originated
Information Services Traffic.
7.1.1 MFS shall route Information Services Traffic that
originates on its own network to the appropriate information services
platform(s) connected to BA's network. MFS will establish a dedicated trunk
group to the BA information services serving switch. This trunk group will be
utilized to allow MFS to route information service traffic originated on its
network to BA.
7.1.2 MFS shall provide an electronic file transfer or monthly
magnetic tape containing recorded call detail information to BA.
7.1.3 BA shall provide to MFS via electronic file transfer or
magnetic tape or other means as available all necessary information to rate the
Information Services Traffic to MFS's Customers pursuant to the BA's agreements
with each information services provider. Information shall be provided in as
timely a fashion as practical in order to facilitate record review and reflect
actual prices set by the individual information services providers.
7.1.4 MFS shall xxxx and collect such information services
provider charges and remit the amounts collected to BA less:
22
(a) The Information Services Billing and Collection fee set
forth in Exhibit A; and
(b) An uncollectibles reserve calculated based on the
uncollectibles reserve in BA's billing and collection agreement with the
applicable information services provider; and
(c) Customer adjustments provided by MFS.
MFS shall provide to BA sufficient information regarding uncollectibles and
Customer adjustments to allow BA to pass through the adjustments to the
information services provider, and BA shall pass through such adjustments.
However, if the information services provider disputes such adjustments and
refuses to accept such adjustments, MFS shall reimburse BA for all such disputed
adjustments. Final resolution regarding all disputed adjustments shall be solely
between MFS and the information services provider.
7.1.5 Nothing in this Agreement shall restrict either Party from
offering to its Telephone Exchange Service Customers the ability to block the
completion of Information Service Traffic.
7.1.6 The Parties may agree to separate arrangements for the
billing and compensation of variable rated (e.g. 970, 540) information services.
-
7.1.7 The Information Services Traffic addressed herein does not
include 555 traffic or similar traffic with AIN service interfaces.
7.2 LSV/VCI TRAFFIC
7.2.1 Each Party shall offer LSV and VCI services to enable its
Customers to verify and/or interrupt calls of the other Party's Customers. In
such instances, the other Party shall accept and respond to LSV and VCI requests
from the operator bureau of the requesting Party. Both the requesting Party
(Party A) and the responding Party (Party B) shall perform in accordance with
the terms set forth in this subsection 7.2 and pursuant to inter-Party rates to
be agreed upon between the Parties.
7.2.2 The Party B operator shall only verify the status of the
line (LSV) or interrupt the line to inform the called party that there is a call
waiting. The Party B operator will not complete the telephone call of the
Customer initiating the LSV VCI request. The Party B operator will only make one
LSV/VCI attempt per Customer operator bureau telephone call, and the applicable
charges apply whether or not the called party releases the line.
7.2.3. Each Party's operator bureau shall accept LSV and VCI
inquiries from the operator bureau of the other Party in order to allow
transparent provision of LSV/VCI Traffic between the Parties' networks.
23
7.2.4 Each Party shall route LSV/VCI Traffic inquires over separate
direct trunks (and not the Local/IntraLATA/InterLATA Trunks) established
between the Parties' respective operator bureaus. Each Party shall offer
interconnection for LSV/VCI traffic at its Local Serving Wire Center, operator
services Tandem Office subtended by such Local Serving Wire Center, or other
mutually agreed point in the LATA. Separate LSV/VCI trunks delivered at the
Local Serving Wire Center will be directed to the operator services Tandem
Office designated by Party B. Unless otherwise mutually agreed, the Parties
shall configure LSV/VCI trunks over the Interconnection architectures in
accordance with the terms of Section 4, consistent with the Joint Grooming Plan.
Party A shall outpulse the appropriate NPA, ATC Code, and Routing Code (operator
code) to Party B.
7.3 TRANSIT SERVICE
7.3.1 MFS shall exercise all reasonable efforts to enter into a
reciprocal local traffic exchange arrangement (either via written agreement or
mutual tariffs) with any wireless carrier, ITC, CLEC, or other LEC to which it
sends, or from which it receives, local traffic that transits BA facilities over
Traffic Exchange Trunks. If MFS fails to enter into such an arrangement as
quickly as commercially reasonable following the Effective Date and to provide
copies thereof to BA, but continues to utilize BA's Transit Service for the
exchange of local traffic with such wireless carrier, ITC, CLEC, or other LEC,
MFS shall, in addition to paying the rate set forth in Exhibit A for said
Transit Service, pay BA any charges or costs such terminating third party
carrier imposes or levies on BA for the delivery or termination of such Traffic,
including any switched access charges, plus all reasonable expenses incurred by
----
BA in delivering or terminating such Traffic and/or resulting from MFS's failure
to secure said reciprocal local traffic exchange arrangement. BA will, upon
request, provide MFS with all reasonable cooperation and assistance in obtaining
such arrangements. The Parties agree to work cooperatively in appropriate
industry fora to promote the adoption of reasonable industry guidelines relating
to Transit Traffic.
7.3.2 Meet-Point Billing compensation arrangements as described in
subsection 6.3 shall be utilized for compensation for the joint handling of Toll
Traffic.
7.3.3 BA expects that most networks involved in Transit Traffic will
deliver each call to each involved network with CCS and the appropriate
Transactional Capabilities Application Part ("TCAP") message to facilitate full
interoperability of those services supported by BA and billing functions. In all
cases, each Party shall follow the Exchange Message Record ("EMR") standard and
exchange records between the Parties and with the terminating carrier to
facilitate the billing process to the original network.
7.3.4 Transit Traffic shall be routed over the Traffic Exchange
Trunks described in Section 5 above.
7.4 911/E911 ARRANGEMENTS
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7.4.1 MFS will interconnect to the BA 911 E911 selective routers or
911 Tandem Offices, where available, which serve the areas in which MFS provides
Telephone Exchange Services, for the provision of 911 E911 services and for
access to all subtending Public Safety Answering Points ("PSAP"). In such
situations, BA will provide MFS with the appropriate CLLI codes and
specifications of the Tandem Office serving area. In areas where E911 is not
available, MFS and BA will negotiate arrangements to connect MFS to the 911
service.
7.4.2 Path and route diverse interconnections for 911 E911 shall be
made at the M-IP, the BA-IP, or other points as necessary and mutually agreed,
and as required by law or regulation.
7.4.3 Upon request, BA will provide MFS with the following:
(a) an electronic interface, when available, through which MFS
shall input and provide a daily update of 911/E911 database information
related to appropriate MFS Customers. Until such time as an electronic
interface is available, MFS shall provide BA with all appropriate 911
information such as name, address, and telephone number in writing for BA's
entry into the 911 database system. Any 911-related data exchanged between
the Parties shall conform to the National Emergency Number Association
standards:
(b) a file containing the Master Street Address Guide ("MSAG"), as
may be updated from time to time, for the exchanges or communities
specified;
(c) a return of any MFS E911 data entry files containing errors,
so that MFS may ensure the accuracy of the Customer records; and
(d) PSAP 911 Tandem information.
7.4.4 In cases where a Customer of one Party elects to discontinue
its service and become the Customer of the other Party ("Party B") but
desires to retain its original telephone number pursuant to an INP or PNP
arrangement, Party B will outpulse the telephone number to which the call
has been forwarded (i.e. the Customer's ANI) to the 911 Tandem Office.
- -
Party B will also provide the 911 database with both the forwarded number
and the directory number, as well as the appropriate address information of
the Customer.
7.4.5 BA and MFS will use their best efforts to facilitate the
prompt, robust, reliable and efficient interconnection of MFS systems to
the 911/E911 platforms.
7.4.6 BA and MFS will work cooperatively to arrange meetings with
PSAPs to answer any technical questions the PSAPs, or county or municipal
coordinators may have regarding the 911/E911 arrangements. BA shall assist MFS
in identifying the appropriate person in each municipality for the purpose of
obtaining the ten-digit subscriber number of each PSAP.
25
7.4.7 The Parties acknowledge that the provision of INP, until PNP
with full 911 compatability is available, creates a special need to have the
Automatic Location Identification ("ALI") screen reflect two number: the "old"
number and the "new" number assigned by MFS. The Parties acknowledge further the
objective of including the five character Telephone Company Identification
("TCI") of the company that provides service to the calling line as part of the
ALI display. Until such time as TCI is operational, however, BA and MFS agree to
supply and use the three-letter Access Carrier Name Abbreviation ("ACNA") as the
carrier identifier.
7.4.8 MFS will compensate BA for connections to its 911/E911
pursuant to Exhibit A.
7.4.9 MFS will comply with all applicable rules and regulations
pertaining to the provision of 911/E911 services in Virginia.
7.5 ANCILLARY TRAFFIC GENERALLY Ancillary Traffic that may be terminated
at a BA Local Serving Wire Center pursuant to subsection 4.5 above shall be
subject to a separate transport charge for transport from the Local Serving Wire
Center to the appropriate Tandem Office, as set forth in Exhibit A.
8.0 NUMBER RESOURCES, RATE CENTERS AND RATING POINTS
8.1 Nothing in this Agreement shall be construed to limit or otherwise
adversely affect in any manner either Party's right to employ or to request and
be assigned any Central Office (NXX) Codes pursuant to the Central Office Code
Assignment Guidelines, as may be amended from time to time, or to establish, by
Tariff or otherwise, Rate Centers and Rating Points corresponding to such NXX
codes. Until such time as number administration is provided by a third party, BA
shall provide MFS access to telephone numbers by assigning NXX codes to MFS in
accordance with such Assignment Guidelines.
8.2 It shall be the responsibility of each Party to program and update its
own switches and network systems in accordance with the Local Exchange Routing
Guide ("LERG") in order to recognize and route traffic to the other Party's
assigned NXX codes at all times. Neither Party shall impose any fees or charges
whatsoever on the other Party for such activities, except as expressly set forth
in this Agreement.
8.3 Unless mandated otherwise by a Commission order, the Rate Center Areas
will be the same for each Party. During the term of this Agreement, MFS shall
adopt the Rate Center Areas and Rate Center Points that the Commission has
approved for BA, in all areas where BA and MFS service areas overlap, and MFS
shall assign whole NPA-NXX codes to each Rate Center unless the LEC industry
adopts alternative methods of utilizing NXX in the manner adopted by the NANP.
26
8.4 MFS will also designate a Routing Point for each assigned NXX code.
MFS shall designate one location for each Rate Center Area as the Routing Point
for the NPA-NXXs associated with that Area, and such Routing Point shall be
within the same LATA as the Rate Center Area but not necessarily within the Rate
Center Area itself.
8.5 Notwithstanding anything to the contrary contained herein, nothing in
this Agreement is intended to, and nothing in this Agreement shall be construed
to, in any way constrain MFS's choices regarding the size of the local calling
area(s) that MFS may establish for its Customers, which local calling areas may
be larger than, smaller than, or identical to, BA's local calling areas.
9.0 NETWORK MAINTENANCE AND MANAGEMENT: OUTAGES
9.1 The Parties will work cooperatively to install and maintain a reliable
network. MFS and BA will exchange appropriate information (e.g., maintenance
- -
contact numbers, network information, information required to comply with law
enforcement and other security agencies of the Government) to achieve this
desired reliability. In addition, the Parties will work cooperatively to apply
sound network management principles to alleviate or to prevent congestion.
9.2 Each Party recognizes a responsibility to follow the standards that
may be agreed to between the Parties and to employ characteristics and methods
of operation that will not interfere with or impair the service or any
facilities of the other or any third parties connected with or involved directly
in the network of the other.
9.3 INTERFERENCE OR IMPAIRMENT
If Party A reasonably determines that the characteristics and methods of
operation used by Party B will or may interfere with or impair its provision of
services. Party A shall have the right to discontinue Interconnection subject,
however, to the following:
9.3.1 Party A shall have given Party B ten (10) days' prior written
notice of interference or impairment or potential interference or impairment
which specifies the time within which Party B is to correct the condition; and,
9.3.2 Party A shall have concurrently provided a copy of the notice
provided to Party B under (a) above to the appropriate federal and/or state
regulatory bodies.
9.3.3 Notice in accord with subsections 9.3.1 and 9.3.2 above shall
not be required in emergencies and Party A may immediately discontinue
Interconnection if reasonably necessary to meet its obligations. In such case,
however, Party A shall use all reasonable means to notify Party B and the
appropriate federal and or state regulatory bodies.
27
9.3.4 Upon correction of the interference or impairment, Party A
will promptly renew the Interconnection. During such period of discontinuance,
there will be no compensation or credit allowance by Party A to Party B for
interruptions.
9.4 REPEATED OR WILLFUL NONCOMPLIANCE
9.4.1 The Interconnection provided hereunder may be discontinued
by either Party upon thirty (30) days written notice to the other for repeated
or willful violation of and/or a refusal to comply with this Agreement. The
Party discontinuing will notify the appropriate federal and/or state regulatory
bodies concurrently with the notice to the other Party of the prospective
discontinuance.
9.5 OUTAGE REPAIR STANDARD
In the event of an outage or trouble in any arrangement, facility, or
service being provided by a Party hereunder, the providing Party will follow
procedures for isolating and clearing the outage or trouble that are no less
favorable than those that apply to comparable arrangements, facilities, or
services being provided by the providing Party to any other carrier whose
network is connected to that of the providing Party. MFS and BA may agree to
modify those procedures from time to time based on their experience with
comparable Interconnection arrangements with other carriers.
9.6 NOTICE OF CHANGES--SECTION 251(C)(5).
If a Party makes a change in its network which it believes will materially
affect the interoperability of its network with the other Party's network, the
Party making the change shall provide at least ninety (90) days advance written
notice of such change to the other Party.
10. JOINT NETWORK RECONFIGURATION AND GROOMING PLAN; AND INSTALLATION,
MAINTENANCE, TESTING AND REPAIR.
10.1 JOINT NETWORK RECONFIGURATION AND GROOMING PLAN. On or before December
1, 1996, unless the Parties agree to a different date, MFS and BA shall jointly
develop a grooming plan (the "Joint Plan") which shall define and detail, inter
-----
alia.
----
(a) modifications to the agreement on physical architecture
consistent with the guidelines defined in Section 4;
(b) standards to ensure that Interconnection trunk groups experience
a grade of service, availability and quality which is comparable to that
achieved on interoffice trunks within BA's network and in accord with all
appropriate relevant industry-accepted quality, reliability and availability
standards. Trunks provided by either Party for Interconnection services will be
engineered using a design blocking objective of B.01;
28
(c) the respective duties and responsibilities of the Parties with
respect to the administration and maintenance of the trunk groups,
including, but not limited to, standards and procedures for notification
and discoveries of trunk disconnects;
(d) disaster recovery provision escalations;
(e) migration from one-way to two-way Interconnection Trunks upon
mutual agreement of the Parties;
(f) actual meet point locations on the SONET system; and
(g) such other matters as the Parties may agree.
10.2 INSTALLATION, MAINTENANCE, TESTING AND REPAIR. BA's standard
intervals for Feature Group D Switched Exchange Access Services will be used for
Interconnection. MFS shall meet the same intervals for comparable installations,
maintenance, joint testing, and repair of its facilities and services associated
with or used in conjunction with Interconnection or shall notify BA of its
inability to do so and will negotiate such intervals in good faith. The Parties
agree that the standards to be used by each Party for isolating and clearing any
disconnections and/or other outages or troubles shall be no less favorable than
those applicable to comparable arrangements, facilities, or services being
provided by such Party to any other carrier whose network is connected to that
of the providing Party.
10.3 FORECASTING REQUIREMENTS FOR TRUNK PROVISIONING. Within sixty (60)
days of executing this Agreement, MFS shall provide BA a one (1) year traffic
forecast. This initial forecast will provide the amount of traffic to be
delivered to each of BA's End Offices affected by the exchange of traffic. The
forecast shall be updated and provided to BA on a quarterly basis, and include
Access Carrier Terminal Location (ACTL), traffic type (local/toll, operator
services, 911, etc.), code (identifies trunk group), A location/Z location (CLLI
codes), interface type (e.g., DS1), and trunks in service each year
(cumulative).
10.3.1 Initial Forecasts/Trunking Requirements. Because BA's
---------------------------------------
trunking requirements will, at least during an initial period, be dependent on
the customer segments and service segments within customer segments to whom MFS
decides to market its services. BA will be largely dependent on MFS to provide
accurate trunk forecasts for both inbound (from BA) and outbound (from MFS)
traffic. BA will, as an initial matter and upon request, provide the same number
of trunks to terminate local traffic to MFS as MFS provides to terminate local
traffic to BA, unless MFS expressly identifies particular situations that are
expected to produce traffic that is substantially skewed in either the inbound
or outbound direction, in which case BA will provide the number of trunks MFS
suggests. Upon the establishment of any new set of trunks for traffic from BA to
MFS, BA will monitor traffic for ninety (90) days, and will, as necessary at the
end of that period, either augment trunks or disconnect trunks, based on the
application of reasonable engineering criteria to the actual traffic volume
experienced. If, after such 90-day period, BA has determined that the trunks are
not warranted by actual traffic volumes, then, on ten (10) days' written notice,
BA may hold MFS financially responsible for
29
such trunks retroactive to the start of the 90-day period until such time as
they are justified by actual traffic volumes, based on the application of
reasonable engineering criteria. To the extent that BA requires MFS to install
trunks for delivery of traffic to BA. MFS may apply the same procedures with
respect to BA's trunking requirements.
11.0 UNBUNDLED ACCESS -- SECTION 251(C)(3).
To the extent required of each Party by Section 251 of the Act, each Party
shall offer to the other Party nondiscriminatory access to Network Elements on
an unbundled basis at any technically feasible point. BA shall unbundle and
separately price and offer Network Elements such that MFS will be able to lease
and interconnect to whichever of the Network Elements MFS requires, and to
combine the BA-provided elements with any facilities and services that MFS may
itself provide, except that MFS shall not recombine Network Elements purchased
from BA for use as a substitute for the purchase at wholesale rates of
Telecommunications Services that BA provides unless otherwise mandated by the
FCC or the Commission or agreed to by BA with other carriers.
11.1 UNBUNDLED LOCAL LOOP ("ULL") TRANSMISSION TYPES
Subject to subsection 11.4, BA shall allow MFS to access the following ULL
types (in addition to those ULLs available under applicable tariffs) unbundled
from local switching and local transport in accordance with the terms and
conditions set forth in this subsection 11.1.
11.1.1 "2-Wire Analog Voice Grade ULL" or "Analog 2W" provides an
effective 2-wire channel with 2-wire interfaces at each end that is suitable for
the transport of analog voice grade (nominal 300 to 3000 Hz) signals and
loop-start signaling. The service is more fully described in Xxxx Xxxxxxxx
XX-00000. If "Customer-Specified Signaling" is requested, the service will
operate with one of the following signaling types that may be specified when the
service is ordered: loop-start, ground-start, loop-reverse-battery, and no
signaling. The service is more fully described in Xxxx Xxxxxxxx XX-00000.
11.1.2 "4-Wire Analog Voice Grade ULL" or "Analog 4W" provides an
effective 4-wire channel with 4-wire interfaces at each end that is suitable for
the transport of analog voice grade (nominal 300 to 3000 Hz) signals. The
service will operate with one of the following signaling types that may be
specified when the service is ordered: loop-start, ground-start, loop-reverse-
battery, duplex, and no signaling. The service is more fully described in Xxxx
Xxxxxxxx XX-00000.
11.1.3 "2-Wire ISDN Digital Grade ULL" or "BRI ISDN" provides a
channel with 2-wire interfaces at each end that is suitable for the transport of
160 kbps digital services using the ISDN 2B1Q line code.
11.1.4 "2-Wire ADSL-Compatible ULL" or "ADSL 2W" provides a channel
with 2-wire interfaces at each end that is suitable for the transport of digital
signals up to 6 Mbps toward the Customer and up to 640 kbps from the Customer.
BA will offer ADSL-Compatible
30
ULLs only when the technology BA uses to provide such ULLs is compatible with
that of MFS. In addition, ADSL-Compatible ULLs will be available only where
existing copper facilities can meet applicable industry standards.
11.1.5 "2-Wire HDSL-Compatible ULL" or "HDSL 2W" provides a
channel with 2-wire interfaces at each end that is suitable for the transport of
784 kbps digital signals simultaneously in both directions using the 2B1Q line
code. HDSL compatible ULLs will be available only where existing copper
facilities can meet the specifications.
11.1.6 "4-Wire HDSL-Compatible ULL" or "HDSL 4W" provides a
channel with 4-wire interfaces at each end. Each 2-wire channel is suitable for
the transport of 784 kbps digital signals simultaneously in both directions
using the 2B1Q line code. HDSL compatible ULLs will be available only where
existing copper facilities can meet the specifications.
11.1.7 ULLs will be offered on the terms and conditions
specified herein and on such other terms in applicable Tariffs that are not
inconsistent with the terms and conditions set forth herein. BA shall make ULLs
available to MFS at the rates specified by the Commission, as amended from time
to time, subject to the provisions of subsection 11.1.8 below.
11.1.8 BA will make Analog 2-Wire ULLs available for lease by
MFS in accordance with the schedule set forth in Schedule 3.0. BA will make BRI
ISDN and Analog 4W ULLs available for lease by MFS by the later of January 1,
1997, or the date when the ULL milestone contained in Schedule 3.0 is achieved
in the LATA. BA will make XXXX 0X, XXXX 0X, and HDSL 4W ULLs available for lease
by MFS as soon as practicable, but in any event no later than six months, after
BA makes the services using equivalent loop facilities commercially available to
its own end-user Customers in Virginia. Upon request by either BA or MFS, the
Parties shall agree upon a reasonable schedule and location for a technical and
operational trial(s) of ADSL 2W, HDSL 2W, and/or HDSL 4W ULLs. Such trial(s)
may, by mutual agreement, be conducted in any jurisdiction in which affiliates
of BA and MFS both operate. Upon successful completion of such trial(s), the
Parties shall agree upon an implementation schedule for the ULL type(s) subject
to such trial(s), which schedule shall begin no later than ninety (90) days
after successful completion of such trial(s).
11.2 PORT TYPES
BA shall make available to MFS unbundled 2-wire analog line and 2-wire
analog trunk Ports on the terms and conditions specified herein and on such
other terms in applicable Tariffs that are not inconsistent with the terms and
conditions set forth herein. BA will offer MFS Ports utilizing other
technologies as they become available, upon bona fide request by MFS.
---- ----
31
11.3 TRUNK SIDE LOCAL TRANSPORT
BA shall provide MFS local transport from the trunk side of BA's Central
Office Switches using private lines and special access services unbundled from
switching and other services in accordance with the terms and conditions of BA's
existing or filed Tariffs, as referenced in Exhibit A.
11.4 LIMITATIONS ON UNBUNDLED ACCESS
11.4.1 Unless otherwise mandated by the FCC or the Commission or
agreed to by BA with other carriers, MFS may not cross-connect a BA-provided ULL
to a BA-provided Port, but instead shall purchase a network access line under
applicable tariffs.
11.4.2 BA shall only be required to make available ULLs and
Ports where such ULLs and Ports are available.
11.4.3 MFS shall access BA's unbundled Network Elements
specifically identified in this Agreement via Collocation in accordance with
Section 13 at the BA Wire Center where those elements exist and each ULL or Port
shall be delivered to MFS's Collocation by means of a Cross Connection.
11.4.4 BA shall provide MFS access to its Unbundled Local Loops
at each of BA's Wire Centers for loops terminating in that Wire Center. In
addition, if MFS requests one or more ULLs provisioned via Integrated Digital
Loop Carrier or Remote Switching technology deployed as a ULL concentrator, BA
shall, where available, move the requested ULL(s) to a spare, existing physical
ULL at no additional charge to MFS. If, however, no spare physical ULL is
available, BA shall within three (3) business days of MFS's request notify MFS
of the lack of available facilities. MFS may then at its discretion make a
Network Element Bona Fide Request to BA to provide the Unbundled Local Loop
through the demultiplexing of the integrated digitized ULL(s). MFS may also make
a Network Element Bona Fide Request for access to Unbundled Local Loops at the
ULL concentration site point. Alternatively, MFS may choose to avail itself of
BA's Special Construction services, as set forth in Exhibit A, for the
provisioning of such ULL(s). Notwithstanding anything to the contrary in this
Agreement, the provisioning intervals set forth in subsection 11.6 and the
Performance Criteria and Performance Interval Dates set forth in subsection 27.1
and Schedule 27, respectively, shall not apply to ULLs provided under this
subsection 11.4.4.
11.4.5 If MFS orders a ULL type and the distance requested on
such ULL exceeds the transmission characteristics in applicable technical
references, distance extensions may be required and additional rates and charges
shall apply as set forth in Exhibit A or applicable Tariffs.
11.4.6 BA will exercise all reasonable efforts to ensure that
the service intervals that apply to ULLs and unbundled Ports are comparable to
the (i) repair intervals that apply to the bundled dial tone line service, and
(ii) installation intervals that apply to other BA
32
coordinated services, except as provided in Section 27. Although BA will make
commercially reasonable efforts to ensure that ULLs and unbundled ports meet
specified or agreed-upon technical standards. BA makes no warranty that the ULLs
or unbundled Ports supplied by BA hereunder will be compatible with the services
MFS may offer to its Customers if they are used in a manner not contemplated by
the Parties.
11.5 AVAILABILITY OF OTHER NETWORK ELEMENTS ON AN UNBUNDLED BASIS
11.5.1 BA shall, upon request of MFS, and to the extent
technically feasible, provide to MFS access to its Network Elements on an
unbundled basis for the provision of MFS's Telecommunications Service. Any
request by MFS for access to an BA Network Element that is not already available
shall be treated as a Network Element Bona Fide Request. MFS shall provide BA
access to its Network Elements as mutually agreed by the Parties or as required
by the Commission or FCC.
11.5.2 A Network Element obtained by one Party from the other
Party under this subsection 11.5 may be used in combination with the facilities
of the requesting Party only to provide a Telecommunications Service, including
obtaining billing and collection, transmission, and routing of the
Telecommunications Service.
11.5.3 Notwithstanding anything to the contrary in this
subsection 11.5, a Party shall not be required to provide a proprietary Network
Element to the other Party under this subsection 11.5 except as required by the
Commission or FCC.
11.6 PROVISIONING OF UNBUNDLED LOCAL LOOPS
The following coordination procedures shall apply for conversions of "live"
Telephone Exchange Services to ULLs. These and other mutually agreed-upon
procedures shall apply reciprocally for the "live" cutover of Customers from BA
to MFS and from MFS to BA.
11.6.1 Upon request by MFS, BA will apply the following
coordination procedures to conversions of live Telephone Exchange Services to
ULLs. Coordinated cutover charges will apply to any such arrangement, only to
the extent provided by Section A.4.a of Exhibit A. If MFS elects not to request
coordinated cutover, BA will process MFS's request in the normal course and
subject to the normal installation intervals.
11.6.2 MFS shall request ULLs from BA by delivering to BA a
valid electronic transmittal service order (when available) or another mutually
agreed-upon type of service order. Such service order shall be provided in
accordance with industry format and specifications or such format and
specifications as may be agreed to by the Parties. Within forty-eight (48) hours
of BA's receipt of such valid service order, BA shall provide MFS the firm order
commitment date according to the Performance Interval Dates as set forth in
Schedule 27 by which the ULLs covered by such service order will be installed.
In addition, BA shall provide MFS with the related ULL design information, if
available, at least forty-eight (48) hours prior to the scheduled cutover time.
33
11.6.3 On each ULL order in a Wire Center, MFS and BA will agree
on a cutover time at least forty-eight (48) hours before that cutover time. The
cutover time will be defined as a 15-30 minute window within which both the MFS
and BA personnel will make telephone contact to complete the cutover.
11.6.4 Within the appointed 15-30 minute cutover time, the MFS
person will call the BA organization designated to coordinate cross-connection
work and when the BA organization is reached in that interval such work will be
promptly performed.
11.6.5 If MFS requires a change in scheduling, it must contact
BA to issue a supplement to the original order. The negotiations process to
determine the date and time of cutover will then be reinitiated as usual.
11.6.6 If the MFS person is not ready within the appointed
interval and if MFS had not called to reschedule the work at least two (2) hours
prior to the start of the interval, MFS shall be liable for the non-recurring
charge for the unbundled elements scheduled for the missed appointment. In
addition, non-recurring charges for the rescheduled appointment will apply.
11.6.7 If BA is not available or not ready at any time during
the appointed 15-30 minute interval, MFS and BA will reschedule and BA will
waive the non-recurring charge for the unbundled elements originally scheduled
for that interval, whenever those unbundled elements are actually cut over
pursuant to an agreed-upon rescheduling.
11.6.8 The standard time expected from disconnection of a live
Telephone Exchange Service to the connection of the unbundled element to the MFS
Collocation Arrangement is fifteen (15) minutes per voice grade circuit for all
orders consisting of fifteen (15) ULLs or less. Orders involving more than
fifteen (15) ULLs will require a negotiated interval.
11.6.9 If unusual or unexpected circumstances prolong or extend
the time required to accomplish the coordinated cutover, the Party responsible
for such circumstances is responsible for the reasonable labor charges of the
other Party. Delays caused by the Customer are the responsibility of MFS.
11.6.10 If MFS has ordered INP as part of an ULL installation, BA
will coordinate implementation of INP with the ULL installation. BA's provision
of unbundled elements shall in all cases be subject to the availability of
suitable facilities, to the extent permitted by Section 251 of the Act.
11.6.11 If MFS requests or approves a BA technician to perform
services on the network side of the Rate Demarcation Point beyond normal
installation of the ULLs covered by the service order, BA may charge MFS for any
additional and reasonable labor charges to perform such services. BA may also
charge MFS its normal overtime rates for services MFS requests to be performed
outside of BA's normal business hours (M-F 9am to 5pm, E.S.T.).
34
11.7 MAINTENANCE OF UNBUNDLED LOCAL LOOPS
If (i) MFS reports to BA a Customer trouble, (ii) MFS requests a
dispatch, (iii) BA dispatches a technician, and (iv) such trouble was not caused
by BA's facilities or equipment, then MFS shall pay BA a per-trip charge charge
and labor charges per quarter hour increments for time associated with said
dispatch, as set forth in Exhibit A. In addition, this charge also applies in
situations when the Customer contact as designated by MFS is not available at
the appointed time. MFS accepts responsibility for initial trouble isolation and
providing BA appropriate dispatch information based on their test results. If,
as the result of MFS instructions, BA is erroneously requested to dispatch
within the Central Office, BA may levy on MFS an appropriate charge.
11.8 RATES AND CHARGES
BA shall charge the non-recurring and monthly recurring rates for
unbundled Local Loops and other Network Elements set forth in Exhibit A.
12.0 RESALE -- SECTIONS 251(C)(4) AND 251(B)(1).
12.1 AVAILABILITY OF RETAIL RATES FOR RESALE
Each Party shall make available its Telecommunications Services for
resale at the retail rates set forth in its Tariffs to the other Party in
accordance with Section 251(b)(1) of the Act. In addition, BA and MFS shall each
allow the resale by the other of all Telecommunications Services that are
offered primarily or entirely to other Telecommunications Carriers (e.g.,
- -
Switched and special Exchange Access Services) at the rates already applicable
to such services. BA shall also allow the resale by MFS of such other
non-Telecommunications Services as BA, in its sole discretion, determines to
provide for resale under terms and conditions to be agreed to by the Parties.
12.2 AVAILABILITY OF WHOLESALE RATES FOR RESALE
BA shall make available to MFS for resale all Telecommunications
Services that BA provides at retail to Customers that are not Telecommunications
Carriers at the retail prices set forth in BA's Tariffs less the wholesale
discount set forth in Exhibit A in accordance with Section 251(c)(4) of the Act.
Such services shall be provided in accordance with the terms of the applicable
retail services Tariff(s), including, without limitation, user or user group
restrictions, as the case may be, subject to the requirement that such
restrictions shall in all cases comply with the requirements of Section 251 of
the Act and the FCC Regulations regarding restrictions on resale. The Parties
may also agree to negotiate term and or volume discounts for resold services.
12.3 AVAILABILITY OF SUPPORT SERVICES AND BRANDING FOR RESALE
35
BA shall make available to MFS the various support services for resale
described in Schedule 12.3 hereto in accordance with the terms set forth
therein. In addition, to the extent required by Applicable Laws, upon request
by MFS and at prices, terms and conditions to be negotiated by MFS and BA. BA
shall provide BA Retail Telecommunications Services (as defined in Schedule
12.3) that are identified by MFS's trade name, or that are not identified by
trade name, trademark or service xxxx.
12.4 ADDITIONAL TERMS GOVERNING RESALE AND USE OF BA SERVICES
12.4.1 MFS shall comply with the provisions of this Agreement
(including, but not limited to, all applicable BA Tariffs) regarding resale or
use of BA services. In addition, MFS shall make reasonable efforts in good faith
to ensure that its Customers comply with the provisions of BA's Tariffs
applicable to their use of BA's Telecommunications Services.
12.4.2 Without in any way limiting subsection 12.4.1, MFS shall
not resell (a) residential service to business or other nonresidential Customers
of MFS, (b) Lifeline or other means-tested service offerings, or grandfathered
service offerings, to persons not eligible to subscribe to such service
offerings from BA, or (c) any other BA service in violation of any user or user
group restriction that may be contained in the BA Tariff applicable to such
service to the extent such restriction is not prohibited by Applicable Laws. In
addition, MFS shall be subject to the same limitations that BA's own retail
Customers may be subject to with respect to any Telecommunications Service
that BA may, in its discretion and to the extent not prohibited by Applicable
Laws, discontinue offering. Except as otherwise provided by this Agreement or
Applicable Laws, BA will give MFS notice in writing or electronically (which may
be by giving MFS access to a database or an Internet site that contains the
applicable information, or by other electronic means) of material modification
of the operation, or discontinuance, of BA Retail Telecommunications Services
(as defined in Schedule 12.3) furnished under this Agreement for resale at least
60 days prior to the time the material modification or discontinuance becomes
effective.
12.4.3 BA shall not be obligated to offer to MFS at a wholesale
discount Telecommunications Services that BA offers at a special promotional
rate if such promotions are for a limited duration of ninety (90) days or less.
12.4.4 MFS shall provide to BA, in accordance with BA's Tariffs,
adequate assurance of payment of charges due to BA in connection with MFS's
purchase of BA Telecommunications Services for resale. For the purposes of
providing such adequate assurance of payment, MFS shall be deemed to be a
business customer, even if MFS is purchasing Telecommunications Services for
resale to residential customers.
12.4.5 MFS shall not be eligible to participate in any BA plan
or program under which BA end user retail Customers may obtain products or
merchandise, or services which are not Xxxx Atlantic Retail Telecommunications
Services (as defined in Schedule 12.3), in return for trying, agreeing to
purchase, purchasing, or using Xxxx Atlantic Retail Telecommunications Services.
36
13.0 COLLOCATION -- SECTION 251(c)(6).
13.1 BA shall offer to MFS Physical Collocation of equipment necessary
for Interconnection (pursuant to Section 4) or for access to unbundled Network
Elements (pursuant to Section 11.0), except that BA may offer only Virtual
Collocation if BA demonstrates to the Commission that Physical Collocation is
not practical for technical reasons or because of space limitations, as provided
in Section 251(c)(6) of the Act. BA shall provide such Collocation solely for
the purpose of Interconnection with facilities or services of BA or access to
unbundled Network Elements of BA, except as otherwise mutually agreed to in
writing by the Parties or as required by the FCC or the Commission, subject to
applicable federal and state Tariffs.
13.2 Although not required to do so by Section 251(c)(6) of the Act,
by this Agreement, MFS agrees to offer to BA Collocation (at MFS's option either
Physical or Virtual) of equipment for purposes of Interconnection (pursuant to
Section 4) on a non-discriminatory basis and at comparable rates, terms and
conditions as MFS may provide to other third parties. MFS shall provide such
Collocation subject to applicable Tariffs.
13.3 Where MFS is Virtually Collocated on the date hereof on a premise
that was initially prepared for Physical Collocation for MFS. MFS may elect to
(i) retain its Virtual Collocation in that premises, and/or (ii) establish
Physical Collocation in that premises pursuant to current procedures and
applicable Tariffs. BA will not assess to MFS non-recurring charges for central
office common area construction to transition existing virtual collocation
arrangements to physical collocation arrangements in offices where MFS
previously paid such charges. BA will also waive cage construction charges for
cages of the same size originally paid for by MFS. MFS shall coordinate with BA
for rearrangement of MFS's equipment, facilities, and circuits. All applicable
Physical Collocation recurring charges shall apply.
13.4 Where MFS is Virtually Collocated on the date hereof on a premise
that was initially prepared for MFS as Virtual Collocation. MFS may elect to (i)
retain its Virtual Collocation in that premises, or (ii) unless it is not
practical for technical reasons or because of space limitations, convert its
Virtual Collocation at such premises to Physical Collocation, in which case MFS
shall coordinate the construction and rearrangement with BA of its equipment,
facilities, and circuits, and for which MFS shall pay BA at applicable Tariff
rates. In addition, all Physical Collocation recurring charges shall apply.
13.5 For both Physical Collocation and Virtual Collocation, the
Collocating Party shall provide its own or third-party leased transport
facilities and terminate those transport facilities in equipment located in its
Physical Collocation space, or in its virtually collocated equipment, at the
Housing Party's premises as described in applicable Tariffs, and purchase Cross
Connection to services or facilities as described in applicable Tariffs.
13.6 Collocation shall occur under the terms of each Party's
applicable and available Tariffs. Collocation is offered for network
Interconnection between the Parties. Unless otherwise agreed to by the Parties
or either Party is required by applicable law to permit on its collocated
37
premises, neither Party shall use a Collocation Arrangement to directly
interconnect with a third party's equipment or facilities collocated at the same
location.
SECTION 251(B) PROVISIONS
14.0 NUMBER PORTABILITY -- SECTION 251(B)(2).
14.1 SCOPE
14.1.1 The Parties shall provide Local Telephone Number Portability
("LTNP") on a reciprocal basis to each other to the extent technically feasible,
and in accordance with rules and regulations as from time to time prescribed by
the FCC and or the Commission.
14.1.2 Until Permanent Number Portability is implemented by the
industry pursuant to regulations issued by the FCC and/or the Commission, the
Parties agree to reciprocally provide Interim Number Portability to each other
at the prices listed in Exhibit A. Such agreed-upon prices for INP are not
intended to reflect either Party's views on the cost recovery mechanisms being
considered by the FCC in its current proceeding on number portability issues.
14.1.3 Upon the agreement of the Parties or issuance of applicable
FCC and/or Commission order(s) or regulations mandating the adoption of a
Permanent Number Portability ("PNP") arrangement, BA and MFS will commence
migration from INP to the agreed-upon or mandated PNP arrangement as quickly as
practically possible while minimizing interruption or degradation of service to
their respective Customers. Once PNP is implemented, either Party may withdraw,
at any time and at its sole discretion, its INP offerings, subject to advance
notice to the other Party and coordination to allow the seamless and transparent
conversion of INP Customer numbers to PNP. Upon implementation of PNP pursuant
to FCC or Commission regulation, both Parties agree to conform and provide such
PNP. To the extent PNP rates or cost recovery mechanisms are not established by
the applicable FCC or Commission order or regulation mandating the adoption of
PNP, the Parties will negotiate in good faith the charges or cost recovery
mechanism for PNP service at such time as a PNP arrangement is adopted by the
Parties.
14.1.4 Under either an INP or PNP arrangement, MFS and BA will
implement a process to coordinate LTNP cutovers with ULL conversions (as
described in Section 11 of this Agreement).
14.2 PROCEDURES FOR PROVIDING INP THROUGH REMOTE CALL FORWARDING
MFS and BA will provide INP through Remote Call Forwarding as follows:
14.2.1 A Customer of one Party ("Party A") elects to become a
Customer of the other Party ("Party B"). The Customer elects to utilize the
original telephone number(s)
38
corresponding to the Telephone Exchange Service(s) it previously received from
Party A, in conjunction with the Telephone Exchange Service(s) it will now
receive from Party B. Upon receipt of a service order from Party B requesting
assignment of the number(s) to Party B. Party A will implement an arrangement
whereby all calls to the original telephone number(s) will be forwarded to a new
telephone number(s) designated by Party B, only within the same Exchange Area as
the original telephone number(s). Party A will route the forwarded traffic to
Party B over the appropriate traffic exchange trunk groups.
14.2.2 Party B will become the customer of record for the original
Party A telephone number(s) subject to the INP arrangements. Upon the execution
of an appropriate billing services agreement or such other mutually agreed-upon
arrangement between the Parties. Party A shall use its reasonable efforts to
consolidate into as few billing statements as possible collect, calling card,
and third-number billed calls associated with the number(s), with sub-account
detail by retained number.
14.2.3 Party A will update its Line Information Database ("LIDB")
listings for retained numbers, and restrict or cancel calling cards associated
with those forwarded numbers as directed by Party B. In addition, Party A will
update the retained numbers in the LIDB with the screening options provided by
Party B on a per order basis. Party B shall determine which of the screening
options offered by Party A should apply to the Party B Customer account.
14.2.4 Party B will outpulse the telephone number to which the call
has been forwarded to the 911 Tandem Office. Party B will also provide the 911
database with both the forwarded number and the directory number, as well as
the appropriate address information of the Customer.
14.2.5 Party A shall be permitted to cancel INP arrangements and
reassign the telephone number(s) upon receipt of notification from Party B or a
third party that is authorized to act on behalf of the Customer. Party A shall
provide notification to Party B of third party orders affecting the INP service
of a Party B customer. The Parties agree to work cooperatively to develop
procedures or adopt industry standards or practices concerning the initiation
and termination of INP services in a multi-carrier environment.
14.2.6 The INP service offered herein shall not initially apply to NXX
Codes 555, 915, 976, or 950, or for Feature Group A or coin telephone service.
Upon request of either Party, provision of INP to these services will be
mutually negotiated between the parties and provided to the extent feasible
under negotiated rates, terms and conditions. INP shall not apply for any
arrangement that would render the forwarded call Toll Traffic.
14.2.7 The ordering of INP arrangements and the exchange of screening
information shall be made in accordance with industry-accepted (e.g. OBF
- -
developed) format and specifications to the extent they have been implemented by
the Parties.
39
14.3 PROCEDURES FOR PROVIDING INP THROUGH DIRECT INWARD DIAL TRUNKS
(FLEX-DID) Either Party may also request INP through Direct Inward Dial Trunks
pursuant to any applicable Tariffs.
14.4 PROCEDURES FOR PROVIDING LTNP THROUGH FULL NXX CODE MIGRATION Where
either Party has activated an entire NXX for a single Customer, or activated a
substantial portion of an NXX for a single Customer, with the remaining numbers
in that NXX either reserved for future use by that Customer or otherwise unused,
if such Customer chooses to receive Telephone Exchange Service from the other
Party, the first Party shall cooperate with the second Party to have the entire
NXX reassigned in the LERG (and associated industry databases, routing tables,
etc.) to an End Office operated by the second Party. Such transfer will be
accomplished with appropriate coordination between the Parties and subject to
appropriate industry lead-times for movements of NXXs from one switch to
another. Neither Party shall charge the other in connection with this
coordinated transfer.
14.5 RECEIPT OF TERMINATING COMPENSATION ON TRAFFIC TO INP'ED NUMBERS
The Parties agree in principle that, under the INP arrangements described
in subsections 14.2 and 14.3 above, terminating compensation on calls to INP'ed
numbers should be received by each Customer's chosen LEC as if each call to the
Customer had been originally addressed by the caller to a telephone number
bearing an NPA-NXX directly assigned to the Customer's chosen LEC. In order to
accomplish this objective where INP is employed, the Parties shall utilize the
process set forth in this subsection 14.5 whereby terminating compensation on
calls subject to INP will be passed from the Party (the "Performing Party")
which performs the INP to the other Party (the "Receiving Party") for whose
Customer the INP is provided.
14.5.1 The Parties shall individually and collectively make best
efforts to track and quantify INP traffic between their networks based on the
CPN of each call by identifying CPNs which are INP'ed numbers. The Receiving
Party shall charge the Performing Party for each minute of INP traffic at the
INP Traffic Rate specified in subsection 14.5.3 in lieu of any other
compensation charges for terminating such traffic, except as provided in
subsection 14.5.2.
14.5.2 By the Interconnection Activation Date in each LATA, the
Parties shall jointly estimate for the prospective six months, based on historic
data of all traffic in the LATA, the percentages of such traffic that, if dialed
to telephone numbers bearing NPA-NXXs directly assigned to a Receiving Party (as
opposed to the INP'ed number), would have been subject to (i) Reciprocal
Compensation ("Recip Traffic"), (ii) appropriate intrastate FGD charges ("Intra
Traffic"), (iii) interstate FGD charges ("Inter Traffic"), or (iv) handling as
Transit Traffic. On the date which is six (6) months after the Interconnection
Activation Date, and thereafter on each succeeding six month anniversary of such
Interconnection Activation Date, the Parties shall establish new INP traffic
percentages to be applied in the prospective six (6) month period, based on the
Performing Party's choice of actual INP traffic percentages from the preceding
six (6) month period or historic data of all traffic in the LATA.
14.5.3 The INP Traffic Rate shall be equal to the sum of:
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(Recip Traffic percentage times the Reciprocal Compensation Rate set forth
-----
in Exhibit A)
plus
----
(Intra Traffic percentage times Receiving Party's effective intrastate FGD
-----
rates)
plus
----
(Inter Traffic percentage times Receiving Party's effective interstate FGD
-----
rates).
The Receiving Party shall compensate the Performing Party for its billing
and collection of charges for the intrastate and interstate FGD access services
provided by the Receiving Party to a third party through the greater of (i) the
difference between the intrastate and interstate FGD rates of the Receiving
Party and the Performing Party, or (ii) three percent (3%) of the Performing
Party's intrastate and interstate FGD revenues for INP'ed numbers. Under no
circumstances shall the Performing Party, in performing the billing and
collections service on behalf of the Receiving Party, be obligated to pass
through more than ninety seven percent (97%) of its FGD access charge to the
Receiving Party in connection with any given INP'ed call.
1.46 RECOVERY OF INP COSTS PURSUANT TO FCC ORDER AND RULEMAKING
Notwithstanding anything to the contrary contained in this Section 14, in
light of the FCC's First Report and Order and Further Notice of Proposed
Rulemaking, adopted June 27, 1996, in CC Docket 95-116 (the "Order"), the
Parties stipulate and agree as follows:
14.6.1 The rates listed in Exhibit A for the provision of INP
are appropriate amounts that each Party providing INP service should recover for
the provision of those INP functionalities in BA's operating territory. For the
INP functions it provides, each Party should be allowed to recover these amounts
in a manner consistent with any final FCC and/or Commission order on INP cost
recovery (such as a state-wide fund contributed to by all telecommunications
carriers).
14.6.2 Within three (3) weeks of the Effective Date, the
Parties will jointly seek a Commission proceeding and ruling to develop and
implement an INP cost recovery mechanism consistent with the policy described
in the Order and/or any subsequent FCC or Commission decision.
14.6.3 Until such time as a final FCC and/or Commission order,
pursuant to subsection 14.6.2 above, is implemented, each Party will provide INP
service to the other Party at the INP rates listed in Exhibit A. All revenues
received by the providing Party from its provision of INP service to the other
Party shall be placed into an escrow fund maintained by or tracked separately by
the providing Party. Upon issuance of a final FCC and/or Commission order, and
to the extent that it permits the Party providing INP to recover the associated
costs from a state-wide fund, the providing Party shall refund to the purchasing
Party an amount equal to the amount it recovers from such fund for its provision
of INP service to the purchasing Party from the Effective Date, provided that in
no event shall the refund amount exceed the aggregate amount the providing Party
has received from the purchasing Party's INP services. If no such
41
fund is ordered or established, the providing Party shall retain the full amount
of the revenues tracked or held in escrow by it pursuant to this subsection
14.6.3.
14.6.4 The Parties agree that neither Party waives its rights to
advocate its views that are consistent with this subsection 14.6 on the
appropriate INP cost recovery mechanism, or to present such views before any
relevant regulatory body or other agency as they relate to FCC or Commission
actions on INP cost recovery.
15.0 DIALING PARITY -- SECTION 251(B)(3).
BA and MFS shall each provide the other with nondiscriminatory access
to such services and information as are necessary to allow the other Party to
implement dialing parity for Telephone Exchange Service, operator services,
directory assistance, and directory listing information with no unreasonable
dialing delays, as required under Section 251(b)(3) of the Act.
16.0 ACCESS TO RIGHTS-OF-WAY -- SECTION 251(B)(4).
Each Party shall provide the other Party access to its poles, ducts,
rights-of-way and conduits it owns or controls in conformance with 47 U.S.C.
(S) 224, as set forth in Exhibit A, where facilities are available, on terms,
conditions and prices comparable to those offered to any other entity pursuant
to each Party's applicable Tariffs. Where no such Tariffs exist, such access
shall be provided in accordance with the requirements of 47 U.S.C. (S) 224,
including any FCC regulations that may be issued. In addition, the Parties agree
to review any existing rights-of-way arrangements between them in order to bring
such arrangements into conformance with the requirements of 47 U.S.C. (S) 224
within ninety (90) days of the date hereof. In conducting such review and making
the necessary conforming changes, if any, the Parties agree to consider the
appropriateness of applying such changes on a retroactive basis to the date
hereof. If the Parties are unable to agree on the necessary changes to the
existing arrangements or the appropriateness of applying them on a retroactive
basis, the Parties may invoke the procedures set forth in subsection 29.9 below.
17.0 DATABASES AND SIGNALING.
17.1 Each Party shall provide the other Party with access to databases and
associated signaling necessary for call routing and completion by providing SS7
Common Channel Signaling (CCS) Interconnection in accordance with existing
Tariffs, and Interconnection and access to 800/888 databases. LIDB, and any
other necessary databases in accordance with existing Tariffs and/or agreements
with other unaffiliated carriers, as set forth in the Exhibit A. Alternatively,
either Party may secure CCS Interconnection from a commercial SS7 hub provider,
and in that case the other Party will permit the purchasing Party to access the
same databases as would have been accessible if the purchasing party had
connected directly to the other Party's CCS network.
42
17.2 The Parties will provide CCS Signaling to one another, where and
as available, in conjunction with all Local Traffic, Toll Traffic, Meet Point
Billing Traffic, and Transit Traffic. The Parties will cooperate on the exchange
of TCAP messages to facilitate interoperability of CCS-based features between
their respective networks, including all CLASS features and functions, to the
extent each Party offers such features and functions to its Customers. All CCS
Signaling parameters will be provided upon request (where available), including
called party number, calling party number, originating line information, calling
party category, and charge number. All privacy indicators will be honored. The
Parties will follow all Ordering and Billing Forum-adopted standards pertaining
to CIC/OZZ codes. Where CCS Signaling is not available, in-band multi-frequency
(MF) wink start signaling will be provided. Any such MF arrangement will require
a separate local trunk circuit between the Parties' respective switches. In such
an arrangement, each Party will outpulse the full ten-digit telephone number of
the called party to the other Party.
17.3 Each Party shall provide trunk groups, where available and upon
reasonable request, that are configured utilizing the B8ZS & ESF protocol for 64
kbps clear channel transmission to allow for ISDN interoperability between the
Parties' respective networks.
17.4 The following publications describe the practices, procedures and
specifications generally utilized by BA for signaling purposes and is listed
herein to assist the Parties in meeting their respective Interconnection
responsibilities related to Signaling:
(a) Bellcore Special Report SR-TSV-002275. BOC Notes on the LEC
Networks - Signaling; and
(b) Xxxx Atlantic Supplement Common Channel Signaling Network
Interface Specification (BA-905).
17.5 Each Party shall charge the other Party mutual and reciprocal
rates for CCS Signaling as follows: BA shall charge MFS in accordance with
Exhibit A hereto and applicable Tariffs; MFS shall charge BA rates equal to the
rates BA charges MFS, unless MFS's Tariffs for CCS signaling provide for lower
generally available rates, in which case MFS shall charge BA such lower rates.
18.0 COORDINATED SERVICE ARRANGEMENTS.
18.1 INTERCEPT AND REFERRAL ANNOUNCEMENTS. When a Customer changes its
service provider from BA to MFS, or from MFS to BA, and does not retain its
original telephone number, the Party formerly providing service to such Customer
shall provide a referral announcement ("Referral Announcement") on the abandoned
telephone number which provides details on the Customer's new number or provide
other appropriate information to the extent known. Referral Announcements shall
be provided reciprocally, free of charge to either the other Party or the
Customer to the extent the providing Party does not charge its own customers for
43
such service, for a period of not less than four (4) months after the date the
Customer changes its telephone number in the case of business Customers and not
less than sixty (60) days after the date the Customer changes its telephone
number in the case of residential Customers. However, if either Party provides
Referral Announcements for different periods than the above respective periods
when its Customers change their telephone numbers, such Party shall provide the
same level of service to Customers of the other Party.
18.2 COORDINATED REPAIR CALLS. MFS and BA will employ the following
procedures for handling misdirected repair calls:
18.2.1 MFS and BA will educate their respective Customers as to
the correct telephone numbers to call in order to access their respective repair
bureaus.
18.2.2 To the extent Party A is identifiable as the correct
provider of service to Customers that make misdirected repair calls to Party B,
Party B will immediately refer the Customers to the telephone number provided by
Party A, or to an information source that can provide the telephone number of
Party A, in a courteous manner and at no charge. In responding to misdirected
repair calls, neither Party shall make disparaging remarks about the other
Party, its services, rates, or service quality.
18.2.3 MFS and BA will provide their respective repair contact
numbers to one another on a reciprocal basis.
18.3 CUSTOMER AUTHORIZATION. In order for either Party to order or
terminate service on behalf of the other Party's Customer, the requesting Party
must have proper written authorization from the customer in its files, and
provide a copy of such authorization to the other Party upon request. In the
event the requesting Party (i) fails to provide a copy of the Customer's proper
written authorization upon request, (ii) requests changes in the other Party's
Customer's service without having such authorization in it files, or (iii)
mistakenly changes the other Party's Customer's service, the requesting Party
shall be liable to the other Party for all charges that would be applicable to
the Customer for restoring service to the other Party.
19.0 DIRECTORY SERVICES ARRANGEMENTS
BA will, upon request, provide the following directory services to MFS in
accordance with the terms set forth herein. In this Section 19, references to a
MFS Customer's "primary listing" shall mean such Customer's name, address, and
main telephone number, which number falls within the NXX codes directly assigned
to MFS or is retained by MFS on the Customer's behalf pursuant to LTNP
arrangements with BA or any other carrier within the geographic area covered in
the relevant BA directory.
19.1 DIRECTORY LISTINGS AND DIRECTORY DISTRIBUTIONS
44
19.1.1 BA will include the MFS Customer's primary listing in its
"White Pages" directory (residence and business listings) and "Yellow Pages"
directory (business listings) that cover the address of the Customer. Listings
of MFS's Customers will be interfiled with listings of BA's Customers and the
Customers of other LECs included in the BA directories. MFS will pay BA a non-
recurring charge as set forth in Exhibit A for providing such service for each
MFS Customer's primary listing. MFS will also pay BA's Tariffed charges, as the
case may be, for additional and foreign white page listings and other white
pages services for MFS's Customers. BA will not require a minimum number of
listings per order.
19.1.2 BA will also include the MFS Customer's primary listing in
BA's directory assistance database on the same basis that BA's own Customers are
included, as well as in any electronic directories in which BA's Customers are
ordinarily included, for no charge other than the charges identified in
subsection 19.1.1.
19.1.3 BA will distribute to MFS Customers copies of their primary
white pages and yellow pages directories at the same time and on the same basis
that BA distributes primary directories to its own Customers. BA will also
deliver a reasonable number of such directories to MFS. These distributions will
be made for no additional charge. MFS and its Customers may request additional
directories from BA's Directory Fulfillment Centers, which Centers will provide
such additional directories for the same charges applicable to comparable
requests by BA Customers.
19.1.4 BA will include all MFS NXX codes associated with the areas to
which each directory pertains, along with BA's own NXX codes in any maps or
lists of such codes which are contained in the general reference portions of the
directories. MFS's NXX codes shall appear in such maps or lists in the same
manner as BA's NXX information.
19.1.5 MFS shall provide BA with daily listing information on all new
MFS Customers in the format required by BA or a mutually-agreed upon industry
standard format. The information shall include the Customer's name, address,
telephone number, the delivery address and number of directories to be
delivered, and, in the case of a business listing, the primary business heading
under which the business Customer desires to be placed, and any other
information necessary for the publication and delivery of directories. MFS will
also provide BA with daily listing information showing Customers that have
disconnected or terminated their service with MFS. BA will provide MFS with
confirmation of listing order activity within forty eight (48) hours.
19.1.6 BA will accord MFS's directory listing information the same
level of confidentiality which BA accords its own directory listing information,
and BA shall ensure that access to MFS's directory listing information will be
used solely for the purpose of providing directory services; provided, however,
that BA may use or license information contained in its directory listings for
direct marketing purposes so long as the MFS Customers are not separately
identified as such; and provided further that MFS may identify those of its
Customers that request that their names not be sold for direct marketing
purposes, and BA will honor such requests to the same extent as it does for its
own Customers.
45
19.1.7 BA or BA's publisher shall provide MFS with a report of all
MFS Customer listings ninety (90) days prior to directory publication in such
form and format as may be mutually agreed to by both Parties. Both Parties
shall use their best efforts to ensure the accurate listing of such information.
BA will also provide MFS, upon request, a copy of the BA listings standards
and specifications manual. In addition, BA will provide MFS with a listing of
Yellow Pages headings and directory close schedules on an ongoing basis.
19.1.8 MFS will adhere to all practices, standards, and ethical
requirements of BA with regard to listings, and, by providing BA with listing
information, warrants to BA that MFS has the right to place such listings on
behalf of its Customers. MFS agrees that it will undertake commercially
practicable and reasonable steps to attempt to ensure that any business or
person to be listed is authorized and has the right (i) to provide the product
or service offered, and (ii) to use any personal or corporate name, trade name
or language used in the listing.
19.1.9 BA's liability to MFS in the event of a BA error in or
omission of a listing shall be subject to the same limitations that BA's
liability to its own Customers are subject to. In addition, MFS agrees to
take, with respect to its own Customers, all reasonable steps to ensure that its
and BA's liability to MFS's Customers in the event of a BA error in or omission
of a listing shall be subject to the same limitations that BA's liability to its
own Customers are subject to.
19.2 YELLOW PAGE MAINTENANCE. The Parties agree to work cooperatively
to ensure that Yellow Page advertisements purchased by Customers that switch
their service to MFS (including Customers utilizing MFS-assigned telephone
numbers and MFS Customers utilizing LTNP) are maintained without interruption.
BA will allow MFS Customers to purchase new Yellow Pages advertisements without
discrimination, under the identical rates, terms and conditions as apply to BA's
Customers. BA and MFS may implement a commission program whereby MFS may, at
MFS's sole discretion, act as a sales, billing and collection agent for Yellow
Pages advertisements purchased by MFS's Telephone Exchange Service Customers.
19.3 SERVICE INFORMATION PAGES. BA will include in the "Customer Guide" or
comparable section of the applicable white pages directories listings provided
by MFS for MFS's installation, repair and customer service and other essential
service oriented information, as agreed by the Parties, including appropriate
identifying logo. Such listings shall appear in the manner agreed to by the
Parties. BA shall not charge MFS for inclusion of this essential service-
oriented information, but reserves the right to impose charges on other
information MFS may elect to submit and BA may elect to accept for inclusion in
BA's white pages directories. BA will provide MFS with the annual directory
close dates and reasonable notice of any changes in said dates.
19.4 DIRECTORY ASSISTANCE (DA); CALL COMPLETION
19.4.1 Upon request, BA will provide MFS with directory assistance
and/or call completion services substantially in accordance with the terms set
forth in the form Directory Assistance and Call Completion Services Agreement
appended hereto as Exhibit C.
46
19.4.2 Also upon request, BA will provide to MFS operator
services trunk groups, utilizing Feature Group D type signaling, with ANL minus
OZZ when interconnecting to the BA operator services network.
20.0 COORDINATION WITH TARIFF TERMS
20.1 The Parties acknowledge that some of the services, facilities,
and arrangements described herein are or will be available under and subject to
the terms of the federal or state tariffs of the other Party applicable to such
services, facilities, and arrangements. To the extent a Tariff of the providing
Party applies to any service, facility, and arrangement described herein, the
Parties agree as follows:
20.1.1 Those rates and charges set forth in Exhibit A for the
services, facilities, and arrangements described herein that are designated with
an asterisk shall remain fixed for the initial term of the Agreement,
notwithstanding that such rates may be different from those contained in an
effective, pending, or future Tariff of the providing Party (including any
changes to such Tariff subsequent to the Effective Date). Those rates and
charges for services, facilities, and arrangements that are not designated with
an asterisk, and reference or are identical to a rate contained in an existing
Tariff of the providing Party, shall conform with those contained in the then-
prevailing Tariff and vary in accordance with any changes that may be made to
the Tariff rates and charges subsequent to the Effective Date. Even the
asterisked fixed rates and charges shall be changed to reflect any changes in
the Tariff rates and charges they reference, however, if the Parties agree to
adopt the changed Tariff rates and charges.
20.2 Except with respect to the rates and charges described in
subsection 20.1 above, all other terms contained in an applicable Tariff of the
providing Party shall apply in connection with its provision of the particular
service, facility, and arrangement hereunder.
21.0 INSURANCE
21.1 MFS shall maintain, during the term of this Agreement, all
insurance and/or bonds required by law and necessary to satisfy its obligations
under this Agreement, including, without limitation, its obligations set forth
in Section 25 hereof. At a minimum and without limiting the foregoing covenant,
MFS shall maintain the following insurance:
(a) Commercial General Liability Insurance, on an occurrence
basis, including but not limited to, premises-operations, broad form
property damage, products/completed operations, contractual liability,
independent contractors, and personal injury, with limits of at least
$1,000,000 combined single limit for each occurrence.
(b) Automobile Liability, Comprehensive Form, with limits of at
least $500,000 combined single limit for each occurrence.
47
(c) Excess Liability, in the umbrella form, with limits of at least
$15,000,000 combined single limit for each occurrence.
(d) Worker's Compensation Insurance as required by law and
Employer's Liability Insurance with limits of not less than $1,000,000 per
occurrence.
21.2 MFS shall name BA as an additional insured on the foregoing
insurance. MFS agrees that MFS's insurer(s) and anyone claiming by, through,
under or on behalf of MFS, shall have no claim, right of action, or right of
subrogation, against BA. BA's affiliated companies, or the directors, officers
or employees of BA or BA's affiliated companies, based on any loss or liability
insurable under the foregoing insurance.
21.3 MFS shall, within two (2) weeks of the date hereof and on a
quarterly basis thereafter, furnish certificates or other adequate proof of the
foregoing insurance. The certificates or other proof of the foregoing insurance
shall be sent to: Xxxx Atlantic, Insurance Administration Group, 0000 X. Xxxxx
Xxxxx Xxxx, 0xx Xxxxx, Xxxxxxxxx, Xxxxxxxx, 00000. In addition, MFS shall
require its agents, representatives, or contractors, if any, that may enter upon
the premises of BA or BA's affiliated companies to maintain similar and
appropriate insurance and, if requested, to furnish BA certificates or other
adequate proof of such insurance. Certificates furnished by MFS or MFS's agents,
representatives, or contractors shall contain a clause stating: "Xxxx Atlantic -
Virginia, Inc. shall be notified in writing at least thirty (30) days prior to
cancellation of, or any material change in, the insurance."
22.0 TERM AND TERMINATION.
22.1 This Agreement shall be effective as of the date first above
written and continue in effect until July 1, 1999, and thereafter the Agreement
shall continue in force and effect unless and until terminated as provided
herein. Upon the expiration of the initial term, either Party may terminate this
Agreement by providing written notice of termination to the other Party, such
written notice to be provided at least ninety (90) days in advance of the date
of termination. In the event of such termination, those service arrangements
made available under this Agreement and existing at the time of termination
shall continue without interruption under (a) a new agreement executed by the
Parties, (b) standard Interconnection terms and conditions approved and made
generally effective by the Commission, (c) Tariff terms and conditions generally
available to CLEC, or (d) if none of the above is available, under the terms of
this Agreement on a month-to-month basis until such time as (a), (b), or (c)
becomes available.
22.2 For service arrangements made available under this Agreement and
existing at the time of termination, if the standard Interconnection terms and
conditions or Tariff terms and conditions result in the non-terminating Party
physically rearranging facilities or incurring programming expense, the
non-terminating Party shall be entitled to recover such rearrangement or
programming costs, from the terminating Party. By mutual agreement, the Parties
may jointly petition the appropriate regulatory bodies for permission to have
this Agreement supersede any future standardized agreements or rules as such
regulators might adopt or approve.
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22.3 If either Party defaults in the payment of any amount due
hereunder, or if either Party violates any other provision of this Agreement,
and such default or violation shall continue for sixty (60) days after written
notice thereof, the other Party may terminate this Agreement and services
hereunder by written notice; provided the other Party has provided the
defaulting Party and the appropriate federal and/or state regulatory bodies with
written notice at least twenty five (25) days' prior to terminating service.
Notice shall be posted by certified mail, return receipt requested. If the
defaulting Party cures the default or violation within the twenty five (25) day
period, the other Party will not terminate service or this Agreement but shall
be entitled to recover all costs, if any, incurred by it in connection with the
default or violation, including, without limitation, costs incurred to prepare
for the termination of service.
23.0 DISCLAIMER OF REPRESENTATIONS AND WARRANTIES.
EXCEPT AS EXPRESSLY PROVIDED UNDER THIS AGREEMENT, NEITHER PARTY MAKES
ANY WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES, FUNCTIONS AND
PRODUCTS IT PROVIDES UNDER OR CONTEMPLATED BY THIS AGREEMENT AND THE PARTIES
DISCLAIM THE IMPLIED WARRANTIES OF MERCHANTABILITY OR OF FITNESS FOR A
PARTICULAR PURPOSE.
24.0 CANCELLATION CHARGES.
Except as provided in this Agreement or as otherwise provided in any
applicable Tariff, no cancellation charges shall apply.
25.0 INDEMNIFICATION.
25.1 Each Party agrees to release, indemnify, defend and hold harmless
the other Party from and against all losses, claims, demands, expenses, suits or
other actions, or any liability whatsoever, including, but not limited to, costs
and attorneys' fees (collectively, a "Loss"), (a) whether suffered, made,
instituted, or asserted by any other party or person, (i) relating to personal
injury to or death of any person, or for loss, damage to, or destruction of real
and/or personal property, whether or not owned by others, incurred during the
term of this Agreement and to the extent proximately caused by the acts or
omissions of the indemnifying Party, regardless of the form of action, or (ii)
arising out of BA's listing of the directory listing information provided by MFS
pursuant to subsection 19.1. or (b) suffered, made, instituted, or asserted by
its own customer(s) against the other Party arising out of the other Party's
provision of services to the indemnifying Party under this Agreement.
Notwithstanding the foregoing indemnification, nothing in this such Section 25,
shall affect or limit any claims, remedies, or other actions the indemnifying
Party may have against the indemnified Party under this Agreement, any other
contract, or any applicable Tariff(s), regulations or laws for the indemnified
Party's provision of said services.
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25.2 The indemnification provided herein shall be conditioned upon:
(a) The indemnified Party shall promptly notify the indemnifying
Party of any action taken against the indemnified Party relating to the
indemnification.
(b) The indemnifying Party shall have sole authority to defend
any such action, including the selection of legal counsel, and the
indemnified Party may engage separate legal counsel only at its sole cost
and expense.
(c) In no event shall the indemnifying Party settle or consent
to any judgment pertaining to any such action without the prior written
consent of the indemnified Party, which consent shall not be unreasonably
withheld.
(d) The indemnified Party shall, in all cases, assert any and
all provisions in its Tariffs that limit liability to third parties as a
bar to any recovery by the third party claimant in excess of such
limitation of liability.
(e) The indemnified Party shall offer the indemnifying Party all
reasonable cooperation and assistance in the defense of any such action.
25.3 In addition to its indemnity obligations under subsection 25.1,
each Party shall provide, in its tariffs and contracts with its Customers that
relate to any Telecommunications Service or Network Element provided or
contemplated under this Agreement, that in no case shall such Party or any of
its agents, contractors or others retained by such parties be liable to any
Customer or third party for (i) any Loss relating to or arising out of this
Agreement, whether in contract or tort, that exceeds the amount such Party would
have charged the applicable Customer for the service(s) or function(s) that gave
rise to such Loss, and (ii) any Consequential Damages (as defined in subsection
26.2 below).
26.0 LIMITATION OF LIABILITY.
26.1 Except as may be provided pursuant to Section 27 below, the
liability of either Party to the other Party for damages arising out of failure
to comply with a direction to install, restore or terminate facilities; or out
of failures, mistakes, omissions, interruptions, delays, errors, or defects
occurring in the course of furnishing any services, arrangements, or facilities
hereunder shall be determined in accordance with the terms of the applicable
tariff(s) of the providing Party. In the event no tariff(s) apply, the providing
Party's liability shall not exceed an amount equal to the pro rata monthly
charge for the period in which such failures, mistakes, omissions,
interruptions, delays, errors or defects occur. Recovery of said amount shall be
the injured Party's sole and exclusive remedy against the providing Party for
such failures, mistakes, omissions, interruptions, delays, errors or defects.
26.2 Neither Party shall be liable to the other in connection with the
provision or use of services offered under this Agreement for indirect,
incidental, consequential, reliance or special
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damages, including (without limitation) damages for lost profits (collectively,
"Consequential Damages"), regardless of the form of action, whether in contract,
warranty, strict liability, or tort, including, without limitation, negligence
of any kind, even if the other Party has been advised of the possibility of such
damages; provided, that the foregoing shall not limit a Party's obligation under
Section 25.
26.3 The Parties agree that neither Party shall be liable to the
customers of the other Party in connection with its provision of services to the
other Party under this Agreement. Nothing in this Agreement shall be deemed to
create a third party beneficiary relationship between the Party providing the
service and the customers of the Party purchasing the service. In the event of a
dispute involving both Parties with a customer of one Party both Parties shall
assert the applicability of any limitations on liability to customers that may
be contained in either Party's applicable Tariff(s).
27.0 PERFORMANCE STANDARDS FOR SPECIFIED ACTIVITIES.
27.1 CERTAIN DEFINITIONS. When used in this Section 27, the following
terms shall have the meanings indicated.
27.1.1 "Specified Performance Breach" means the failure by BA
to meet the Performance Criteria for any one of the three Specified Activities
for a period of three (3) consecutive calendar months.
27.1.2 "Specified Activity" means any of the following
activities:
(a) the installation by BA of Unbundled Local Loop Elements
for MFS ("ULL Installation"):
(b) BA's provision of INP to MFS or
(c) repair of out of service problems for MFS ("Out of
Service Repairs").
27.1.3 "Performance Criteria" means, with respect to any
calendar month during the term of this Agreement, the performance by BA during
such month of each Specified Activity (except Out-of-Service Repairs) shown in
Schedule 27.0, within the time interval shown, in at least eighty percent (80%)
of the covered instances. BA shall perform the Out-of-Service Repairs within
the specified time interval in at least seventy percent (70%) of the covered
instances. Within one week of each anniversary of the Effective Date, the
Parties shall jointly review BA's actual network-wide monthly performance
percentages for Out-of-Service Repairs for the preceding year and agree upon any
improvements in the seventy percent (70%) standard based on the actual
percentages for any three consecutive month period and/or the full preceding
year, up to and including any eighty percent (80%) standard, as the Out-of-
Service Repairs percentage standard applicable to the following year.
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27.2 PERFORMANCE STANDARDS. BA shall exercise best efforts to meet
the Performance Criteria for the three Specified Activities. In the event BA
fails to meet the Performance Criteria at any time during the term of this
Agreement, MFS shall be entitled to pursue all remedies set forth in the
applicable BA Tariffs, except as may be agreed to by the Parties. In addition,
if BA commits a Specified Performance Breach during the term of this Agreement,
the Parties agree to meet immediately to determine whether any liquidated
damages provisions are appropriate as an amendment hereof in light of such
Breach and, if so, the terms therein; provided, however, that if BA commits a
Specified Performance Breach during initial nine (9) months of this Agreement,
the Parties agree to meet at the end of the nine-month period. If the Parties
are unable to agree as to the appropriateness of the liquidated damages
provisions and or the terms therein within ninety (90) days after the date of
the first meeting pursuant to this subsection, or if no such meeting has
occurred within ninety (90) days of the end of the nine-month period for reasons
other than the mutual agreement of the Parties, the Parties agree to submit to
arbitration such disagreement and request that the arbitrators base their
decision on comparable ILEC-CLEC interconnection agreements. Unless otherwise
agreed to by the Parties, the arbitration shall be conducted by a panel of three
(3) arbitrators, one to be appointed by each Party pursuant to CPR's Non-
Administered Arbitration Rules and subject to the United States Arbitration Act
(9 U.S.C (S)(S) 1-16), to be conducted in Arlington, Virginia. The Parties agree
that the liquidated damages provisions, if any, finally determined by the
arbitral process shall be adopted as an amendment to this Agreement.
27.3 LIMITATIONS. In no event shall BA be deemed to have failed to
meet any of the Performance Criteria if:
27.3.1 BA's failure to meet or exceed any of the Performance
Criteria is caused, directly or indirectly, by a Delaying Event. A "Delaying
Event" means (a) a failure by MFS to perform any of its obligations set forth in
this Agreement (including, without limitation, the Implementation Schedule and
the Joint Grooming Plan), (b) any delay, act or failure to act by a Customer,
agent, representative, or subcontractor of MFS or (c) any Force Majeure Event.
If a Delaying Event prevents or delays BA from performing a Specified Activity,
then such Specified Activity shall be excluded from the calculation of BA's
compliance with the Performance Criteria, provided BA performs the Specified
Activity in the course of its normal service cycle once the Delaying Event no
longer exists; or
27.3.2 the Parties agree to a time interval with respect to a
particular order that exceeds the interval set forth in Schedule 27. In such
event, the time interval for BA's performance of the Specified Activit(ies) set
forth in the order shall be extended to such later date agreed to by the
Parties.
27.4 SERVICE QUALITY STANDARDS. MFS agrees to specific performance
standards associated with quality of service requests as specified in Schedule
27.1. Should MFS fail to meet these service quality standards, during a period
in which BA has failed to meet the Performance Criteria. BA's failure during
such time period shall be excused and not apply toward the calculation of a
Specified Performance Breach.
52
27.5 RECORDS. Each Party shall maintain complete and accurate records
in the manner and format agreed to by the Parties, on a monthly basis, of BA's
performance under this Agreement of each Specified Activity and its compliance
with the Performance Criteria during the initial nine-month period. Each Party
shall provide to the other Party such records in a self-reporting format on a
monthly basis. The Parties agree that such records shall be deemed "Proprietary
Information" for purposes of subsection 29.4.
28.0 COMPLIANCE WITH LAWS; REGULATORY APPROVAL.
28.1 Each Party represents and warrants that it is now and will remain
in compliance with all laws, regulations, and orders applicable to the
performance of its obligations hereunder (collectively, "Applicable Lawss").
Each Party shall promptly notify the other Party in writing of any governmental
action that suspends, cancels, withdraws, limits, or otherwise materially
affects its ability to perform its obligations hereunder.
28.2 The Parties understand and agree that this Agreement will be
filed with the Commission and may thereafter be filed with the FCC. The Parties
covenant and agree that this Agreement is satisfactory to them as an agreement
under Section 251 of the Act. Each Party covenants and agrees to fully support
approval of this Agreement by the Commission or the FCC under Section 252 of the
Act without modification. The Parties, however, reserve the right to seek
regulatory relief and otherwise seek redress from each other regarding
performance and implementation of this Agreement.
28.3 The Parties recognize that the FCC is currently, promulgating
regulations implementing the Act, including, without limitation, Sections 251,
252, and 271 thereof (the "FCC Regulations"), that may affect the terms
contained in this Agreement. In the event that any one or more of the provisions
contained herein is inconsistent with any such FCC Regulations, the Parties
agree to make only the minimum revisions necessary to eliminate the
inconsistency. Such minimum changes to conform this Agreement to the FCC
Regulations shall not be considered material, and shall not require further
Commission approval (beyond any Commission approval required under Section
252(e) of the Act).
28.4 In the event any Applicable Laws other than the FCC Regulations
requires modification of any material term(s) contained in this Agreement,
either Party may require a renegotiation of the term(s) that require direct
modification as well as of any term(s) that are reasonably affected thereby. If
neither Party requests a renegotiation or if an Applicable Laws requires
modification of any non-material term(s), then the Parties agree to make only
the minimum modifications necessary, and the remaining provisions of this
Agreement shall remain in full force and effect. For purposes of this subsection
28.4 and without limitation of any other modifications required by Applicable
Lawss, the Parties agree that any modification required by Applicable Lawss (i)
to the two-tier Reciprocal Call Termination compensation structure for the
transport and termination of Local Tariff described in Exhibit A, or (ii) that
affects either Party's receipt of reciprocal compensation for the transport and
termination of Local Tariff, shall be deemed to be a modification of a material
term that requires immediate good faith renegotiation between the Parties.
53
Until such renegotiation results in a new agreement or an amendment to this
Agreement between the Parties, the Parties agree that (y) in the case of (i)
above, they will pay each other appropriate transport charges in addition to the
usual call termination charge for Local Traffic that it delivers to the other
Party's Local Serving Wire Center, provided each Party continues to offer the
option of delivering Local Traffic to another IP in the LATA at the usual call
termination charge only, and (z) in the case of (ii) above, the Party whose
receipt of reciprocal compensation is affected shall not be obligated to pay the
other Party reciprocal compensation for the other Party's transport and
termination of the same kind of Local Traffic delivered by the affected Party in
excess of what the affected Party is permitted to receive and retain.
29.0 MISCELLANEOUS.
29.1 AUTHORIZATION.
29.1.1 BA is a corporation duly organized, validly existing and
in good standing under the laws of the Commonwealth of Virginia and has full
power and authority to execute and deliver this Agreement and to perform the
obligations hereunder on behalf of BA.
29.1.2 MFS is a corporation duly organized, validly existing and
in good standing under the laws of the State of Delaware and has full power and
authority to execute and deliver this Agreement and to perform its obligations
hereunder.
29.2 INDEPENDENT CONTRACTOR. Each Party shall perform services
hereunder as an independent contractor and nothing herein shall be construed as
creating any other relationship between the Parties. Each Party and each Party's
contractor shall be solely responsible for the withholding or payment of all
applicable federal, state and local income taxes, social security taxes and
other payroll taxes with respect to their employees, as well as any taxes,
contributions or other obligations imposed by applicable state unemployment or
workers' compensation acts. Each Party has sole authority and responsibility to
hire, fire and otherwise control its employees.
29.3 FORCE MAJEURE. Neither Party shall be responsible for delays or
failures in performance resulting from acts or occurrences beyond the reasonable
control of such Party, regardless of whether such delays or failures in
performance were foreseen or foreseeable as of the date of this Agreement,
including, without limitation: adverse weather conditions, fire, explosion,
power failure, acts of God, war, revolution, civil commotion, or acts of public
enemies; any law, order, regulation, ordinance or requirement of any government
or legal body; or labor unrest, including, without limitation, strikes,
slowdowns, picketing or boycotts; or delays caused by the other Party or by
other service or equipment vendors; or any other circumstances beyond the
Party's reasonable control. In such event, the affected Party shall, upon giving
prompt notice to the other Party, be excused from such performance on a
day-to-day basis to the extent of such interferences (and the other Party shall
likewise be excused from performance of its obligations on a day-to-day basis
to the extent such Party's obligations relate to the performance so interfered
with). The affected Party shall use its best efforts to avoid or remove the
cause(s) of non-
54
performance and both Parties shall proceed to perform with dispatch once the
cause(s) are removed or cease.
29.4 CONFIDENTIALITY.
29.4.1 All information, including but not limited to
specification, microfilm, photocopies, magnetic disks, magnetic tapes, drawings,
sketches, models, samples, tools, technical information, data, employee records,
maps, financial reports, and market data, (i) furnished by one Party to the
other Party dealing with customer specific, facility specific, or usage
specific information, other than customer information communicated for the
purpose of publication or directory database inclusion, or (ii) in written,
graphic, electromagnetic, or other tangible form and marked at the time of
delivery as "Confidential" or "Proprietary," or (iii) communicated orally and
declared to the receiving Party at the time of delivery, or by written notice
given to the receiving Party within ten (10) days after delivery, to be
"Confidential" or "Proprietary" (collectively referred to as "Proprietary
Information"), shall remain the property of the disclosing Party.
29.4.2 Each Party shall keep all of the other Party's
Proprietary Information confidential and shall use the other Party's Proprietary
Information only for performing the covenants contained in this Agreement.
Neither Party shall use the other Party's Proprietary Information for any other
purpose except upon such terms and conditions as may be agreed upon between the
Parties in writing.
29.4.3 Unless otherwise agreed, the obligations of
confidentiality and non-use set forth in this Agreement do not apply to such
Proprietary Information that:
(a) was, at the time of receipt, already known to the
receiving Party free of any obligation to keep it confidential as
evidenced by written records prepared prior to delivery by the disclosing
Party; or
(b) is or becomes publicly known through no wrongful act of
the receiving Party; or
(c) is rightfully received from a third person having no
direct or indirect secrecy or confidentiality obligation to the
disclosing Party with respect to such information; or
(d) is independently developed by an employee, agent, or
contractor of the receiving Party that is not involved in any manner with
the provision of services pursuant to this Agreement and does not have
any direct or indirect access to the Proprietary Information; or
(e) is approved for release by written authorization of the
disclosing Party; or
(f) is required to be made public by the receiving Party
pursuant to applicable law or regulation, provided that the receiving
Party shall give sufficient notice of the requirement to the disclosing
Party to enable the disclosing Party to seek protective orders.
55
29.4.4 Upon request by the disclosing Party, the receiving Party
shall return all tangible copies of Proprietary Information, whether written,
graphic or otherwise, except that the receiving Party may retain one copy for
archival purposes only.
29.4.5 Notwithstanding any other provision of this Agreement,
the provisions of this subsection 29.4 shall apply to all Proprietary
Information furnished by either Party to the other in furtherance of the purpose
of this Agreement, even if furnished before the Effective Date.
29.5 CHOICE OF LAW. The construction, interpretation and performance
of this Agreement shall be governed by and construed in accordance with the laws
of the state in which this Agreement is to be performed, except for its
conflicts of laws provisions. In addition, insofar as and to the extent federal
law may apply, federal law will control.
29.6 TAXES
29.6.1. In General. With respect to any purchase hereunder of
----------
services, facilities or arrangements, if any federal, state or local tax, fee,
surcharge or other tax-like charge (a "Tax") is required or permitted by
Applicable Laws (as defined in subsection 28.1) to be collected from the
purchasing Party by the providing Party, then (i) the providing Party shall
properly xxxx the purchasing Party for such Tax, (ii) the purchasing Party shall
timely remit such Tax to the providing Party and (iii) the providing Party shall
timely remit such collected Tax to the applicable taxing authority.
29.6.2. Taxes Imposed on the Providing Party. With respect to
------------------------------------
any purchase hereunder of services, facilities or arrangements, if any federal,
state or local Tax is imposed by Applicable Laws on the receipts of the
providing Party, which Law permits the providing Party to exclude certain
receipts received from sales for resale to a public utility, distributor,
telephone company, local exchange carrier, telecommunications company or other
communications company ("Telecommunications Company"), such exclusion being
based solely on the fact that the purchasing Party is also subject to a tax
based upon receipts ("Receipts Tax"), then the purchasing Party (i) shall
provide the providing Party with notice in writing in accordance with subsection
29.6.6 of this Agreement of its intent to pay the Receipts Tax and (ii) shall
timely pay the Receipts Tax to the applicable tax authority.
29.6.3. Taxes Imposed on Customers. With respect to any purchase
--------------------------
hereunder of services, facilities or arrangements that are resold to a third
party, if any federal, state or local Tax is imposed by Applicable Laws on the
subscriber, end-user, Customer or ultimate consumer ("Subscriber") in connection
with any such purchase, which a Telecommunications Company is required to impose
and/or collect from a Subscriber, then the purchasing Party (i) shall be
required to impose and/or collect such Tax from the Subscriber and (ii) shall
timely remit such Tax to the applicable taxing authority.
29.6.4. Liability for Uncollected Tax, Interest and Penalty. If
---------------------------------------------------
the providing Party has not received an exemption certificate and fails to
collect any Tax as required by subsection,
56
29.6.1, then, as between the providing Party and the purchasing Party, (i) the
purchasing Party shall remain liable for such uncollected Tax and (ii) the
providing Party shall be liable for any interest assessed thereon and any
penalty assessed with respect to such uncollected Tax by such authority. If the
providing Party properly bills the purchasing Party for any Tax but the
purchasing Party fails to remit such Tax to the providing Party as required by
subsection 29.6.1, then, as between the providing Party and the purchasing
Party, the purchasing Party shall be liable for such uncollected Tax and any
interest assessed thereon, as well as any penalty assessed with respect to such
uncollected Tax by the applicable taxing authority. If the providing Party does
not collect any Tax as required by subsection 29.6.1 because the purchasing
Party has provided such providing Party with an exemption certificate that is
later found to be inadequate by a taxing authority, then, as between the
providing Party and the purchasing Party, the purchasing Party shall be liable
for such uncollected Tax and any interest assessed thereon, as well as any
penalty assessed with respect to such uncollected Tax by the applicable taxing
authority. If the purchasing Party fails to pay the Receipts Tax as required by
subsection 29.6.2, then, as between the providing Party and the purchasing
Party, (x) the providing Party shall be liable for any Tax imposed on its
receipts and (y) the purchasing Party shall be liable for any interest assessed
thereon and any penalty assessed upon the providing Party with respect to such
Tax by such authority. If the purchasing Party fails to impose and or collect
any Tax from Subscribers as required by subsection 29.6.3, then, as between the
providing Party and the purchasing Party, the purchasing Party shall remain
liable for such uncollected Tax and any interest assessed thereon, as well as
any penalty assessed with respect to such uncollected Tax by the applicable
taxing authority. With respect to any Tax that the purchasing Party has agreed
to pay, or is required to impose on and/or collect from Subscribers, the
purchasing Party agrees to indemnify and hold the providing Party harmless on an
after-tax basis for any costs incurred by the providing Party as a result of
actions taken by the applicable taxing authority to recover the Tax from the
providing Party due to the failure of the purchasing Party to timely pay, or
collect and timely remit, such Tax to such authority. In the event either Party
is audited by a taxing authority, the other Party agrees to cooperate fully with
the Party being audited in order to respond to any audit inquiries in a proper
and timely manner so that the audit and/or any resulting controversy may be
resolved expeditiously.
29.6.5 Tax Exemptions and Exemption Certificates. If Applicable
-----------------------------------------
Laws clearly exempts a purchase hereunder from a Tax, and if such Law also
provides an exemption procedure, such as an exemption-certificate requirement,
then, if the purchasing Party complies with such procedure, the providing Party
shall not collect such Tax during the effective period of such exemption. Such
exemption shall be effective upon receipt of the exemption certificate or
affidavit in accordance with the terms set forth in subsection 29.6.6. If
Applicable Laws clearly exempts a purchase hereunder from a Tax, but does not
also provide an exemption procedure, then the providing Party shall not collect
such Tax if the purchasing Party (i) furnishes the providing Party with a letter
signed by an officer requesting such an exemption and citing the provision in
the Law which clearly allows such exemption and (ii) supplies the providing
Party with an indemnification agreement, reasonably acceptable to the providing
Party (e.g., an agreement commonly used in the industry), which holds the
- -
providing Party harmless on an after-tax basis with respect to its forbearing to
collect such Tax.
57
29.6.6. Notices for Purposes of this Subsection 29.6. All notices,
--------------------------------------------
affidavits, exemption-certificates or other communications required or permitted
to be given by either Party to the other, for purposes of this subsection 29.6,
shall be made in writing and shall be delivered in person or sent by certified
mail, return receipt requested, or registered mail, or a courier service
providing proof of service, and sent to the addresses set forth in subsection
29.10 as well as to the following:
To Xxxx Atlantic: Tax Administration
Xxxx Atlantic Network Services, Inc.
0000 Xxxx Xxxxxx
00xx Xxxxx
Xxxxxxxxxxxx, XX 00000
To MFS: Corporate Tax Department
MFS Communications Company, Inc.
00000 Xxxxxxx Xxxxx Xxxxx
Xxxxx, Xxxxxxxx 00000
Either Party may from time to time designate another address or other addressees
by giving notice is accordance with the terms of this subsection 29.6. Any
notice or other communication shall be deemed to be given when received.
29.7 ASSIGNMENT. Neither Party shall assign this Agreement nor any of its
rights or obligations hereunder without the prior written consent of the other
Party, which consent shall not be unreasonably withheld. Any assignment or
delegation in violation of this subsection 29.7 shall be void and ineffective
and constitute a default of this Agreement.
29.8 BILLING AND PAYMENT; DISPUTED AMOUNTS.
29.8.1 Except may otherwise be provided in this Agreement, each Party
shall submit on a monthly basis an itemized statement of charges incurred by the
other Party during the preceding month(s) for services rendered hereunder.
Payment of billed amounts under this Agreement, whether billed on a monthly
basis or as otherwise provided herein, shall be due, in immediately available
U.S. funds, within thirty (30) days of the date of such statement.
29.8.2 Although it is the intent of both Parties to submit timely and
accurate statements of charges, failure by either Party to present statements to
the other Party in a timely manner shall not constitute a breach or default, or
a waiver of the right to payment of the incurred charges, by the billing Party
under this Agreement, and the billed Party shall not be entitled to dispute the
billing Party statement(s) based on such Party's failure to submit them in a
timely fashion.
29.8.3 If any portion of an amount due to a Party (the "Billing
Party") under this Agreement is subject to a bona fide dispute between the
Parties, the Party billed (the "Non-Paying Party") shall within sixty (60) days
of its receipt of the invoice containing such
58
disputed amount give notice to the Billing Party of the amounts it disputes
("Disputed Amounts") and include in such notice the specific details and reasons
for disputing each item. The Non-Paying Party shall pay when due (i) all
undisputed amounts to the Billing Party and (ii) all Disputed Amounts into an
interest bearing escrow account with a third party escrow agent mutually agreed
upon by the Parties.
29.8.4 If the Parties are unable to resolve the issues related to
the Disputed Amounts in the normal course of business within ninety (90) days
after delivery to the Billing Party of notice of the Disputed Amounts, each of
the Parties shall appoint a designated representative that has authority to
settle the dispute and that is at a higher level of management than the persons
with direct responsibility for administration of this Agreement. The designated
representatives shall meet as often as they reasonably deem necessary in order
to discuss the dispute and negotiate in good faith in an effort to resolve such
dispute. The specific format for such discussions will be left to the discretion
of the designated representatives, however all reasonable requests for relevant
information made by one Party to the other Party shall be honored.
29.8.5 If the Parties are unable to resolve issues related to the
Disputed Amounts within forty-five (45) days after the Parties' appointment of
designated representatives pursuant to subsection 29.8.4, then either Party may
file a complaint with the Commission to resolve such issues or proceed with any
other remedy pursuant to law or equity. The Commission may direct release of any
or all funds (including any accrued interest) in the escrow account, plus
applicable late fees, to be paid to either Party.
29.8.6 The Parties agree that all negotiations pursuant to this
subsection 29.8 shall remain confidential and shall be treated as compromise and
settlement negotiations for purposes of the Federal Rules of Evidence and state
rules of evidence.
29.8.7 Any undisputed amounts not paid when due shall accrue
interest from the date such amounts were due at the lesser of (i) one and one-
half percent (1-1/2%) per month or (ii) the highest rate of interest that may be
charged under applicable law.
29.9 DISPUTE RESOLUTION. Any dispute between the Parties regarding the
interpretation or enforcement of this Agreement or any of its terms shall be
addressed by good faith negotiation between the Parties, in the first instance.
Should such negotiations fail to resolve the dispute in a reasonable time,
either Party may initiate an appropriate action in any regulatory or judicial
forum of competent jurisdiction.
29.10 NOTICES. Notices given by one Party to the other Party under this
Agreement shall be in writing and shall be (a) delivered personally, (b)
delivered by express delivery service, (c) mailed, certified mail or first class
U.S. mail postage prepaid, return receipt requested, or (d) delivered by
telecopy to the following addresses of the Parties.
To MFS:
59
MFS Intelenet of Virginia, Inc.
00 Xxxxxxxxx Xx.
00/xx/ xxxxx
Xxx Xxxx, XX 00000
Attn: Director, Regulatory Affairs - Eastern Region
Facsimile: 212/843-3060
To Xxxx Atlantic:
Director - Interconnection Services
Xxxx Atlantic Network Services, Inc.
0000 X. Xxxxxxxxxx Xxxx
0/xx/ Xxxxx
Xxxxxxxxx, XX 00000
Facsimile: 703/974-2183
with a copy to:
Vice President and General Counsel
Xxxx Atlantic - Virginia, Inc.
000 Xxxx Xxxx Xxxxxx
00/xx/ Xxxxx
Xxxxxxxx, XX 00000
Facsimile: (000) 000-0000
or to such other address as either Party shall designate by proper notice.
Notices will be deemed given as of the earlier of (i) the date of actual
receipt, (ii) the next business day when notice is sent via express mail or
personal delivery, (iii) three (3) days after mailing in the case of first
class or certified U.S. mail, or (iv) on the date set forth on the confirmation
in the case of telecopy.
29.11 SECTION 252(I) OBLIGATIONS.
29.11.1 If, at any time during the term of this Agreement,
either Party enters into an agreement to provide an integrated package of
services or arrangements substantially similar to that described herein to
another CLEC (in the case of BA), or another incumbent LEC (in the case of MFS),
operating within the same state to which this Agreement applies, on terms
significantly different than those available under this Agreement (the "Other
Agreement"), then the other Party may opt to adopt, on a prospective basis only,
the rates, terms, and conditions contained in the Other Agreement (i) in its
entirety, or (ii) that relate directly to any of the following individual
services. Network Elements, or arrangements, for its own reciprocal arrangements
with the first Party, including, without limitation, any term or volume
commitments or network architecture configurations:
60
(a) Unbundled Loop Elements - Section 251(c)(3) of the Act
(Section 11 of this Agreement); or
(b) Collocation - Section 251(c)(6) of the Act (Section 13 of
this Agreement); or
(c) Number Portability - Section 251(b)(2) of the Act (Section
14 of this Agreement); or
(d) Access to Rights of Way - Section 251(b)(4) of the Act
(Section 16 of this Agreement).
(e) transiting arrangements.
29.11.2 To the extent the exercise of the foregoing options
requires a rearrangement of facilities by the providing Party, the opting Party
shall be liable for the non-recurring charges associated therewith.
29.11.3 The Party electing to exercise such option shall do so
by delivering written notice to the first Party. Upon receipt of said notice by
the first Party, the Parties shall amend this Agreement to provide the same
rates, terms and conditions to the notifying Party for the remaining term of
this Agreement; provided, however, that the Party exercising its option under
this subsection 29.11 must continue to provide the same services or arrangements
to the first Party as required by this Agreement, subject either to the rates,
terms, and conditions applicable to the first Party in its agreement with the
third party or to the rates, terms, and conditions of this Agreement, whichever
is more favorable to the first Party in its sole determination.
29.11.4 BA represents and warrants that, as of the date of this
Agreement, it has not entered into any comparable Interconnection agreement with
any other CLEC in BA's service territory that is significantly more favorable
than the terms contained herein. BA makes no warranty or representation with
respect to its Interconnection arrangements with its affiliates of ITCs.
29.12 JOINT WORK PRODUCT. This Agreement is the joint work product of
the Parties and has been negotiated by the Parties and their respective counsel
and shall be fairly interpreted in accordance with its terms and, in the event
of any ambiguities, no inferences shall be drawn against either Party.
29.13 NO THIRD PARTY BENEFICIARIES; DISCLAIMER OF AGENCY. This
Agreement is for the sole benefit of the Parties and their permitted assigns,
and nothing herein express or implied shall create or be construed to create any
third-party beneficiary rights hereunder. Except for provisions herein expressly
authorizing a Party to act for another, nothing in this Agreement shall
constitute a Party as a legal representative or agent of the other Party, nor
shall a Party have the right or authority to assume, create or incur any
liability or any obligation of any kind, express or implied, against or in the
name or on behalf of the other Party unless otherwise expressly
61
permitted by such other Party. Except as otherwise expressly provided in this
Agreement, no Party undertakes to perform any obligation of the other Party,
whether regulatory or contractual, or to assume any responsibility for the
management of the other Party's business.
29.14 NO LICENSE.
29.14.1 Nothing in this Agreement shall be construed as the grant
of a license, either express or implied, with respect to any patent, copyright,
trademark, trade name, trade secret or any other proprietary or intellectual
property now or hereafter owned, controlled or licensable by either Party.
Neither Party may use any patent, copyrightable materials, trademark, trade
name, trade secret or other intellectual property right of the other Party
except in accordance with the terms of a separate license agreement between the
parties granting such rights.
29.14.2 Neither Party shall have any obligation to defend,
indemnify or hold harmless, or acquire any license or rights for the benefit
of, or owe any other obligation or have any liability to, the other Party or its
customers based on or arising from any claim, demand, or proceeding by any third
party alleging or asserting that the use of any circuit, apparatus, or system,
or the use of any software, or the performance of any service or method, or the
provision of any facilities by either Party under this Agreement, alone or in
combination with that of the other Party, constitutes direct, vicarious or
contributory infringement or inducement to infringe, misuse or misappropriation
of any patent, copyright, trademark, trade secret, or any other proprietary or
in intellectual property right of any Party or third party. Each Party, however,
shall offer to the other reasonable cooperation and assistance in the defence of
any such claim.
29.14.3 NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT,
THE PARTIES AGREE THAT NEITHER PARTY HAS MADE, AND THAT THERE DOES NOT EXIST,
ANY WARRANTY, EXPRESS OR IMPLIED, THAT THE USE BY THE PARTIES OF THE OTHER'S
FACILITIES, ARRANGEMENTS, OR SERVICES PROVIDED UNDER THIS AGREEMENT SHALL NOT
GIVE RISE TO A CLAIM BY ANY THIRD PARTY OF INFRINGEMENT, MISUSE, OR
MISAPPROPRIATION OF ANY INTELLECTUAL PROPERTY RIGHT OF SUCH THIRD PARTY.
29.15 TECHNOLOGY UPGRADES. Nothing in this Agreement shall limit BA's
ability to upgrade its network through the incorporation of new equipment, new
software or otherwise. BA shall provide MFS written notice at least ninety (90)
days prior to the incorporation of any such upgrades in BA's network that will
materially affect MFS's service. MFS shall be solely responsible for the cost
and effort of accommodating such changes in its own network.
29.16 SURVIVAL. The Parties' obligations under this Agreement which by
their nature are intended to continue beyond the termination or expiration of
this Agreement shall survive the termination or expiration of this Agreement.
29.17 ENTIRE AGREEMENT. The terms contained in this Agreement and any
Schedules, Exhibits, tariffs and other document or instruments referred to
herein, which are incorporated into this Agreement by this reference, constitute
the entire agreement between the Parties with
62
respect to the subject matter hereof, superseding all prior understandings,
proposals and other communications, oral or written. Neither Party shall be
bound by any preprinted terms additional to or different from those in this
Agreement that may appear subsequently in the other Party's form documents,
purchase orders, quotations, acknowledgments, invoices or other communications.
29.18 COUNTERPARTS. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original and all of which
together shall constitute one and the same instrument.
29.19 MODIFICATION, AMENDMENT, SUPPLEMENT, OR WAIVER. No modification,
amendment, supplement to, or waiver of the Agreement or any of its provisions
shall be effective and binding upon the Parties unless it is made in writing and
duly signed by the Parties. A failure or delay of either Party to enforce any of
the provisions hereof, to exercise any option which is herein provided, or to
require performance of any of the provisions hereof shall in no way be construed
to be a waiver of such provisions or options.
29.20 SUCCESSORS AND ASSIGNS. This Agreement shall be binding on and
inure to the benefit of the Parties and their respective legal successors and
permitted assigns.
29.21 PUBLICITY. Neither Party shall use the name of the other Party in
connection with this Agreement in a press release or statement without the prior
consent of the other Party, which consent shall not be unreasonably withheld.
63
SCHEDULE 12.3
SUPPORT SERVICES FOR RESALE
---------------------------
1. BA OSS SERVICES
---------------
1.1 Definitions
-----------
As used in this Schedule 12.3, the following terms shall have the meanings
stated below:
1.1.1 "BA Operations Support Systems" means BA systems for pre-ordering,
ordering, provisioning, maintenance and repair, and billing.
1.1.2 "BA OSS Services" means access to BA Operations Support Systems
functions. The term "BA OSS Services" includes, but is not limited to: (a)
BA's provision of MFS Usage Information to MFS pursuant to Section 1.3
below; and, (b) "BA OSS Information", as defined in Section 1.1.4 below.
1.1.3 "BA OSS Facilities" means any gateways, interfaces, databases,
facilities, equipment, software, or systems used by BA to provide BA OSS
Services to MFS.
1.1.4 "BA OSS Information" means any information accessed by, or disclosed
or provided to, MFS through or as a part of BA OSS Services. The term "BA
OSS Information" includes, but is not limited to: (a) any Customer
Information related to a BA Customer or an MFS Customer accessed by, or
disclosed or provided to, MFS through or as a part of BA OSS Services: and,
(b) any MFS Usage Information (a defined in Section 1.1.6 below) accessed
by, or disclosed or provided to, MFS.
1.1.5 "BA Retail Telecommunications Service" means any Telecommunications
Service that Xxxx Atlantic provides at retail to subscribers that are not
Telecommunications Carriers. The term "BA Retail Telecommunications
Service" does not include any exchange access service (as defined in
Section 3(16) of the Act, 47 U.S.C (Section) 153 (16)) provided by BA.
1.1.6 "MFS Usage Information" means the usage information for a BA Retail
Telecommunications Service purchased by MFS under this Agreement that BA
would record if BA was furnishing such BA Retail Telecommunications Service
to a BA end-user retail Customer.
1.1.7 "Customer Information" means CPNI, as defined in the Act, of a
Customer and any other non-public, individually identifiable information
about a Customer or the purchase by a Customer of the services or products
of a Party.
1.2 BA OSS Services
---------------
1.2.1 Upon request by MFS, BA shall provide to MFS, pursuant to Section
251(c)(3) of the Act, 47 U.S.C (Section) 251(c)(3), BA OSS Services.
1.2.2 Subject to the requirements of Applicable Laws, BA Operations Support
Systems, BA Operations Support Systems functions, BA OSS Facilities, BA OSS
Information, and the BA OSS Services that will be offered by BA, shall be
as determined by BA. Subject to the requirements of Applicable Laws, BA
shall have the right to change BA Operations Support Systems, BA Operations
Support Systems functions, BA OSS Facilities, BA OSS Information, and the
BA OSS Services, from time-to-time, without the consent of MFS. Except as
otherwise provided by this Agreement or Applicable Laws, BA will give MFS
notice in writing or electronically (which may be giving MFS access to a
database or an Internet site that contains the applicable information, or
by other electronic means) of material modification of the operation of BA
OSS Services furnished under this Agreement at least sixty (60) days prior
to the time the material modification becomes effective.
1.3 MFS Usage Information
---------------------
1.3.1 Upon request by MFS, BA shall provide to MFS, pursuant to Section
251(c)(3) of the Act, 47 U.S.C. (Section) 251(c)(3), MFS Usage Information.
1.3.2 MFS Usage Information will be available to MFS through the following:
(a) Daily Usage File on Data Tape.
(b) Daily Usage File through Network Data Mover ("NDM").
(c) Daily Usage File through Centralized Message Distribution System
("CMDS").
1.3.3.1 MFS Usage Information will be provided in a Bellcore Exchange
Message Records ("EMR") format.
1.3.3.2 Daily Usage File Data Tapes provided pursuant to Section 1.3.2(a)
above will be issued each day, Monday through Friday, except holidays
observed by BA.
1.3.4 Except as stated in this Section 1.3, subject to the requirements of
Applicable Laws, the manner in which, and the frequency with which, MFS
Usage Information will be provided to MFS shall be determined by BA.
1.4 Access to and Use of BA OSS Facilities
--------------------------------------
1.4.1 BA OSS Facilities may be accessed and used by MFS only to the extent
necessary for MFS's access to and use of BA OSS Services pursuant to this
Agreement.
1.4.2 BA OSS Facilities may be accessed and used by MFS only to provide
Telecommunications Services to MFS Customers.
1.4.3 MFS shall restrict access to and use of BA OSS Facilities to MFS.
This Schedule 12.3 does not grant to MFS any right or license to grant
sublicenses to other persons, or permission to other persons (except MFS'S
employees, agents and contractors, in accordance with Section 1.4.7 below),
to access or use BA OSS Facilities.
1.4.4 MFS shall not (a) alter, modify or damage the BA OSS Facilities
(including, but not limited to, BA software), (b) copy, remove, derive,
reverse engineer, or decompile, software from the BA OSS Facilities, or (c)
obtain access through BA OSS Facilities to BA databases, facilities,
equipment, software, or systems, which are not offered for MFS'S use under
this Schedule 12.3.
1.4.5 MFS shall comply with all practices and procedures established by BA
for access to and use of BA OSS Facilities (including, but not limited to,
BA practices and procedures with regard to security and use of access and
user identification codes).
1.4.6 All practices and procedures for access to and use of BA OSS
Facilities, and all access and user identification codes for BA OSS
Facilities: (a) shall remain the property of BA; (b) shall be used by MFS
only in connection with MFS's use of BA OSS Facilities permitted by this
Schedule 12.3: and, (c) shall be treated by MFS as Proprietary Information
of BA pursuant to subsection 29.4 of the Agreement.
1.4.7 MFS's employees, agents and contractors may access and use BA OSS
Facilities only to the extent necessary for MFS's access to and use of the
BA OSS Facilities permitted by this Agreement. Any access to or use of BA
OSS Facilities by MFS's employees, agents, or contractors, shall be subject
to the provisions of the Agreement, including, but not limited to,
subsection 29.4 thereof and Sections 1.4.6 and 1.5.3.3 of this Schedule
12.3.
1.5 BA OSS Information
------------------
1.5.1 Subject to the provisions of this Agreement and Applicable Laws, BA
grants to MFS a non-exclusive license to use BA OSS Information.
1.5.2 All BA OSS Information shall at all times remain the property of BA.
Except as expressly stated in this Schedule 12.3, MFS shall acquire no
rights in or to any BA OSS Information.
1.5.3.1 The provisions of this Section 1.5.3 shall apply to all BA OSS
Information, except (a) MFS Usage Information, (b) CPNI of MFS, and (c)
CPNI of a BA Customer or an MFS Customer, to the extent the Customer has
authorized MFS to use the Customer Information.
1.5.3.2 BA OSS Information may be accessed and used by MFS only to provide
Telecommunications Services to MFS Customers.
1.5.3.3 MFS shall treat BA OSS Information that is designated by BA,
through written or electronic notice (including, but not limited to,
through the BA OSS Services), as "Confidential" or "Proprietary" as
Proprietary Information of BA pursuant to subsection 29.4 of the Agreement.
1.5.3.4 Except as expressly stated in this Schedule 12.3, this Agreement
does not grant to MFS any right or license to grant sublicenses to other
persons, or permission to other persons (except MFS's employees, agents or
contractors, in accordance with Section 1.5.3.5 below), to access, use or
disclose BA OSS Information.
1.5.3.5 MFS's employees, agents and contractors may access, use and
disclose BA OSS Information only to the extent necessary for MFS's access
to, and use and disclosure of, BA OSS Information permitted by this
Schedule 12.3. Any access to, or use or disclosure of, BA OSS Information
by MFS'S employees, agents or contractors, shall be subject to the
provisions of this Agreement, including, but not limited to, subsection
29.4 of the Agreement and Section 1.5.3.3 above.
1.5.3.6 MFS's license to use BA OSS Information shall expire upon the
earlier of: (a) termination of the license in accordance with this Schedule
12.3; or (b) expiration or termination of the Agreement.
1.5.3.7 All BA OSS Information received by MFS shall be destroyed or
returned by MFS to BA, upon expiration, suspension or termination of the
license to use such BA OSS Information.
1.5.4 Unless sooner terminated or suspended in compliance with the
Agreement or this Schedule 12.3 (including, but not limited to, subsection
22.3 of the
Agreement and Section 1.6.1 below). MFS's access to BA OSS Information
through BA OSS Services shall terminate upon the expiration or termination
of the Agreement.
1.5.5.1 BA shall have the right (but not the obligation) to perform at BA's
expense (provided that there will be no charge to BA for reasonable access
to MFS' employees, books, records, documents and facilities) an audit of
MFS upon three (3) full business days notice to MFS to ascertain whether
MFS is complying with the requirements of Applicable Laws and this
Agreement with regard to MFS's access to, and use and disclosure of, BA OSS
Information.
1.5.5.2 Without in any way limiting any other rights BA may have under the
Agreement or Applicable Laws, BA shall have the right (but not the
obligation) to monitor MFS's access to and use of BA OSS Information which
is made available by BA to MFS pursuant to this Agreement, to ascertain
whether MFS is complying with the requirements of Applicable Laws and this
Agreement, with regard to MFS's access to, and use and disclosure of, such
BA OSS Information. The foregoing right shall include, but not be limited
to, the right (but not the obligation) to electronically monitor at BA's
expense (provided that there will be no charge to BA by MFS to perform this
activity), MFS's access to and use of BA OSS Information which is made
available by BA to MFS through BA OSS Facilities.
1.5.5.3 Information obtained by BA pursuant to this Section 1.5.5 shall be
treated by BA as Proprietary Information of MFS pursuant to subsection 29.4
of the Agreement; provided that, BA shall have the right (but not the
obligation) to use and disclose information obtained by BA pursuant to this
Section 1.5.5 to enforce BA's rights under this Agreement or Applicable
Laws.
1.5.6 MFS acknowledges that the BA OSS Information, by its nature, is
updated and corrected on a continuous basis by BA, and therefore that BA
OSS Information is subject to change from time to time.
1.6 Liabilities and Remedies
------------------------
1.6.1 Any breach by MFS, or MFS's employees, agents or contractors, of the
provisions of Sections 1.4 or 1.5 above shall be deemed a material breach
of the Agreement. In addition, if MFS or an employee, agent or contractor
of MFS at any time breaches a provision of Sections 1.4 or 1.5 above and
such breach continues for more than fifteen (15) days after written notice
thereof from BA, then, except as otherwise required by Applicable Laws, Ba
shall have the right, upon notice to MFS, to suspend the license to use BA
OSS Information granted by Section 1.5.1 above and/or the provision of BA
OSS Services, in whole or in part.
1.6.2 MFS agrees that BA would be irreparably injured by a breach of
Sections 1.4 or 1.5 above by MFS or the employees, agents or contractors of
MFS, and that BA shall be entitled to seek equitable relief, including
injunctive relief and specific performance, in the event of any such
breach. Such remedies shall not be deemed to be the exclusive remedies for
any such breach, but shall be in addition to any other remedies available
under this Agreement or at law or in equity.
1.7 Relation to Applicable Laws
---------------------------
The provisions of Sections 1.4, 1.5 and 1.6 above shall be in addition to
and not in derogation of any provisions of Applicable Laws, including, but
not limited to, 47 U.S.C. (S) 222, and are not intended to constitute a
waiver by BA of any right with regard to protection of the confidentiality
of the information of BA or BA Customers provided by Applicable Laws.
1.8 Cooperation
-----------
MFS, at MFS's expense, shall reasonably cooperate with BA in using BA OSS
Services. Such cooperation shall include, but not be limited to, the
following:
1.8.1 Upon request by BA, MFS shall by no later than the fifteenth (15th)
day of the month preceding the first calendar month of each calendar
quarter submit to BA reasonable, good faith estimates (by geographic area
designated by BA) of the volume of each BA Retail Telecommunications
Service for which MFS anticipates submitting orders in each week of the
next calendar quarter.
1.8.2 MFS shall participate in cooperative testing of BA OSS Services and
shall provide assistance to BA in identifying and correcting mistakes,
omissions, interruptions, delays, errors, defects, faults, failures, or
other deficiencies, in BA OSS Services. The Parties will jointly agree upon
the schedule for such testing and the tests that will be conducted.
1.9 BA Access to Information Related to MFS Customers
-------------------------------------------------
BA shall have the right to access, use and disclose information related to
MFS Customers that is in BA's possession (including, but not limited to, in
BA OSS Facilities) to the extent such access, use and/or disclosure has
been authorized by the MFS Customer in the manner required by Applicable
Laws.
2. XXXX ATLANTIC PRE-OSS SERVICES
------------------------------
2.1 As used in this Schedule 12.3, "BA Pre-OSS Service" means a service
that allows the performance of an activity that is comparable to an
activity to be performed through a BA OSS Service and that BA offers to
provide to MFS. The term "BA Pre-OSS Service" includes, but is not limited
to, the activity of placing
orders for BA Telecommunications Services through a telephone facsimile
communication. Prior to purchasing BA OSS Services, MFS may purchase BA
Pre-OSS Services.
2.2 Subject to the requirements of Applicable Laws, the BA Pre-OSS Services
that will be offered by BA shall be as determined by BA and BA shall have
the right to change BA Pre-OSS Services, from time-to-time, without the
consent of MFS. Except as otherwise provided by this Agreement or
Applicable Laws, BA will give MFS notice in writing or electronically
(which may be by giving MFS access to a database or an Internet site that
contains the applicable information, or by other electronic means) of
material modification of the operation of BA Pre-OSS Services furnished
under this Agreement at least thirty (30) days prior to the time the
material modification becomes effective.
2.3 Subject to the requirements of Applicable Laws, the prices for BA Pre-
OSS Services shall be as determined by BA and shall be subject to change by
BA from time-to-time.
2.4 The provisions of Sections 1.5 through 1.9 above shall also apply to BA
Pre-OSS Services. For the purposes of this Section 2.4: (a) references in
Sections 1.5 through 1.9 above to BA OSS Services shall be deemed to
include BA Pre-OSS Services; and, (b) references in Sections 1.5 through
1.9 above to BA OSS Information shall be deemed to include information made
available to MFS through BA Pre-OSS Services.
3. RATES AND CHARGES
-----------------
3.1 The prices for the foregoing services shall be as set forth in BA's
Tariffs or, in the absence of an applicable BA Tariff price, in Exhibit A
or, if not set forth in either, as may be determined by BA from time to
time. If BA at any time offers a resale support service the prices for
which are not stated in BA's Tariffs or Exhibit A and MFS elects to
purchase such service, BA shall have the right to revise Exhibit A to add
such prices; provided that, if the resale support service is already being
used by MFS at the time BA revises Exhibit A to add such prices, except as
otherwise required by this Agreement or Applicable Laws, the revision shall
not become effective until BA has given MFS thirty (30) days prior notice
of the revision.
EXHIBIT A
XXXX ATLANTIC-VIRGINIA, INC. AND MFS INTELENET
OF VIRGINIA, INC.
DETAILED SCHEDULE OF ITEMIZED CHARGES/1/
-------------------------------------
A. BA SERVICES, FACILITIES, AND ARRANGEMENTS:
---------------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
---------------------------------------------------------------------------------------------------
1.a. Entrance facilities, and transport, as Per interstate [BA FCC #1 sec. 6.9.1.] and
appropriate, for Interconnection at (proposed) intrastate [BA-VA SCC 217
BA End Office, Tandem Office, sec. 6.8.2] access tariffs for Feature Group
Serving Wire Center, or other Point D Service/2/
of Interconnection
Illustrative:
Interstate non-recurring: $1, plus $1
switched access connection charge per
trunk; DS-1 entrance facility $210-
$212/mo.
Intrastate nonrecurring: $895 for first DS-
1, $280 for additional, plus $25 switched
access connection charge per trunk; DS-1
entrance facility $270/mo.
---------------------------------------------------------------------------------------------------
1.b. Collocation and related services for Per interstate [BA FCC 1 sec. 19] and
Interconnection at BA End Office, intrastate access tariffs/3/
Tandem Office, or Serving Wire
Center
---------------------------------------------------------------------------------------------------
___________________
/1/ Rates listed herein for services, facilities, or arrangements that are
marked with an asterisk (*) are fixed pursuant to Section 20 of the Agreement
for the initial term of the Agreement, as set forth in Section 22 of the
Agreement. Rates for services, facilities, or arrangements that are not marked
with an asterisk shall change in accordance with the provisions of Section 20 of
the Agreement.
/2/ Pending approval of the BA intrastate local transport restructure
tariff, intrastate access services subject to the pending tariff will be charged
pursuant to effective tariffs, as agreed by the Parties, subject to true-up at
either Party's request.
/3/ Pending approval of the BA intrastate collocation tariff to be filed
no later December 31, 1996, all collocation services shall be charged at rates
found in BA FCC 1 sec. 19.
1
------------------------------------------------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
------------------------------------------------------------------------------------------------------------------------------------
1.c. Tandem transit arrangements Per tariffs cited in
(for Interconnection between sections 1.a. and 1.b. above, as Per interstate [BA FCC 1 sec. 6.9.1.B] and
MFS and carriers other than BA) applicable; separate trunks required (proposed) intrastate [BA-VA SCC 217 sec. 6.8.2.B]
for IXC subtending trunks/4/ for tandem switching and tandem switched transport,
as applicable/5/
Illustrative:
Interstate, (proposed) intrastate tandem switching
$.000999/mou, tandem switched transport $.000195/mou
plus $.000045/mou/mile
------------------------------------------------------------------------------------------------------------------------------------
1.d. 911 Interconnection Per tariffs cited in 1.a., 1.b., and 1.c. above, as applicable, for entrance facility plus
applicable transport, or Collocation Arrangement at 911 tandem
------------------------------------------------------------------------------------------------------------------------------------
________________________________
/4/ See note 2 above.
/5/ See note 2 above.
2
------------------------------------------------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
------------------------------------------------------------------------------------------------------------------------------------
1.e. Directory assistance Interconnection Intrastate per (proposed) BA-VA SCC Intrastate per (proposed) BA-VA SCC 217
217 sec. 9.6.B (transport)/6/ sec. 9.6.B:
Illustrative:
Per call rate $.000092 fixed, $.000021
per mile, $.000462 tandem switching,
$.003705 interconnection
Interstate per BA FCC 1 sec. 9.6.B Interstate per BA FCC 1 sec. 9.6.B
Illustrative:
Per call rate $.000082 fixed, $.000019
per mile, $.000353 tandem switching,
$.002311 interconnection
------------------------------------------------------------------------------------------------------------------------------------
1.f. Operator services (call completion) Per separate contract
Interconnection
------------------------------------------------------------------------------------------------------------------------------------
2. Unbundled elements Available as listed herein and in interstate and intrastate tariffs, and pursuant
to Section 11. of the Agreement
------------------------------------------------------------------------------------------------------------------------------------
3. Poles, ducts, conduits, ROW Per contract rates pursuant to 47 U.S.C. sec. 224
Illustrative:
Duct (Northern Virginia) $4.50/ft/yr.
Pole $4.46/attachment/yr.
------------------------------------------------------------------------------------------------------------------------------------
____________________________________
/6/ See note 2 above
/7/ See note 2 above.
3
--------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
--------------------------------------------------------------------------------
4.a. Local loop transmission* Permanent rates to be Permanent rates to be
determined by appropriate determined by appropriate
Unbundled Local Loop arbitral body. Interim arbitral body. Interim
Element rates will apply until rates will apply until
the permanent rates are the permanent rates are
Cross Connection to determined./8/ determined./9/
POTS loop
--------------------------------------------------------------------------------
4.b. Special construction As applicable per BA-VA SCC 203 sec. 2
charges
--------------------------------------------------------------------------------
4.c. Central office technician Per interstate [BA FCC 1 sec. 13.2 or sec. 19.5]
charges (during normal tariff.
working hours)
--------------------------------------------------------------------------------
5.a. Trunk Side local
transport
DS-1 transport Per interstate [BA FCC 1 sec. 6.9.1.C] and
(proposed) intrastate [BA-VA SCC 217 sec. 6.8.2.C]
tariffs
Illustrative recurring:
Interstate $60/mo. fixed, $17.70/mile/mo.
Intrastate $75/mo. fixed, $30/mile/mo.
--------------------------------------------------------------------------------
5.b. DS-3 transport Tariff reference see 5.a. above.
Illustrative recurring:
Interstate, intrastate $900/mo. fixed,
$180/mile/mo.
--------------------------------------------------------------------------------
_______________________
/8/ Interim rates will be based on the following order of precedence (i)
effective tariff(s), (ii) other BA ILEC-CLEC Interconnection Agreement(s) in the
state, (iii) any Commission recommendation, or (iv) mutual agreement of the
Parties.
/9/ See preceding note.
/10/ See note 2 above.
4
--------------------------------------------------------------------------------
BA SERVICES NON-RECURRING RECURRING
----------- ------------- ---------
--------------------------------------------------------------------------------
6. Local switching*
POTS switch Port $6/service order $1.50/mo., plus
plus $6/Port usage per tariff,
minus wholesale
discount per
section 14 below
--------------------------------------------------------------------------------
7.a. Operator services
911 service (data entry; No charge
database maintenance)*
--------------------------------------------------------------------------------
7.b. Directory assistance Per tariff or separate Per tariff or
contact; branding separate contract
available
Illustrative
tariff rates:
Interstate [BA
FCC 1 sec. 9.6],
$.275-.288 per
call
Intrastate
(proposed) [BA-VA
SCC 217 sec. 9.6.
A], $.25 per call
Directory
transport per
section 1.e.
above
--------------------------------------------------------------------------------
7.c. Operator call Per separate contract; branding available
completion
--------------------------------------------------------------------------------
8.x. Xxxxx pages directory $5.00 per primary listing No charge
listings* per number
--------------------------------------------------------------------------------
8.b. Books & delivery No charge for normal numbers of books delivered
(annual home area to end users: bulk deliveries to CLEC per
directories only)* separate arrangement
--------------------------------------------------------------------------------
5
----------------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
----------------------------------------------------------------------------------------------------
8.c. Additional listings, changes Per tariff [BA-VA Per tariff [BA-VA SCC
to listing, non-listed, non- SCC 203 sec. 4] 203 sec. 4]
published, and other extra services
Illustrative: Illustrative:
Additional listing: Additional listing:
$9 residence: $17 $1.12/mo. residence,
business $1.42/mo. business
Change to listing:
$9 residence: $17 Non-list:
business $1.06//mo. residence
or business
Non-list:
$9 residence: $17 Non-published:
business $1.71/mo. residence
or business
Non-published:
$9 residence: $17
business
----------------------------------------------------------------------------------------------------
9. Access to telephone numbers (NXX
codes issued per ICCF Code No charge
Administration Guidelines)*
----------------------------------------------------------------------------------------------------
10.a SS7 Interconnection Per interstate [BA Per interstate [BA
FCC 1 sec. 6.9.1.G] FCC 1 sec. 6.9.1.L]
and intrastate [BA- and intrastate [BA-
VA SCC 217 sec. VA SCC 217 sec.
6.8.2.C] tariff 6.8.2.G] tariff
Illustrative:
STP ports,
$900/mo.;
STP access,
$3.50/mile/mo. to
$5.72/mile/mo.
----------------------------------------------------------------------------------------------------
6
------------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
------------------------------------------------------------------------------------------------
10.b LIDB Interconnection Per tariff [BA FCC Per tariff [BA FCC
1 sec. 6.9.1M] 1 sec. 6.9.1M]
Illustrative: Illustrative:
Originating point Query validation
code, $125 $.04/query
Query transport
$.0002/query
------------------------------------------------------------------------------------------------
10.c 800/888 data base Interconnection No separate charge Per interstate [BA
(included in FGD FCC 1 sec.
trunk and STP links) 6.9.2.A.1], and
intrastate [BA-VA
SCC 217 sec.
6.8.2.K]tariffs
Illustrative:
Interstate basic
query,
$.003105/query;
vertical feature
package,
$.000337/query
Intrastate basic
query,
$.003089/query;
vertical feature
package,
$.000327/query
------------------------------------------------------------------------------------------------
11.a Interim number portability through service order per $3/mo. per number
co-carrier call forwarding location $30 for up to 10 paths;
$.40/mo. per
installation per additional path
number $35 (unless
installed with
unbundled loop)
installation per
separate path
arrangement $20
------------------------------------------------------------------------------------------------
7
------------------------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
------------------------------------------------------------------------------------------------
11.b Access pass-through to number In accordance with
portability purchaser* section 14.5 of
Agreement.
------------------------------------------------------------------------------------------------
12. Local dialing parity* No charge
------------------------------------------------------------------------------------------------
13.a Reciprocal call termination
Local Traffic delivered to Xxxx
Atlantic Interconnection Point
First year*
$.009/mou
--------------------------------------------------------------------------------------------
After first year* In accordance with
note 14 below
------------------------------------------------------------------------------------------------
13.b Access charges for termination of Per interstate and
intrastate and interstate Toll Traffic intrastate access
tariffs (charged in
conjunction with
Local Traffic, using
PLU and PIU, as
appropriate)
------------------------------------------------------------------------------------------------
14.a Wholesale rates for resale of Percentage discount from retail tariff/12/
--------------------------------------
telecommunications services
provided to end users/11/
------------------------------------------------------------------------------------------------
14.b Resale of retail Telecommunications 21.3% or discount as determined by further
Services if MFS provides its own Commission order.
Operator Services
------------------------------------------------------------------------------------------------
14.c Resale of retail Telecommunications 18.5% or discount as determined by further
Services if MFS uses BA Operator Commission order.
Services.
------------------------------------------------------------------------------------------------
____________________
/11/ Excludes telecommunications services designated primarily for
wholesale, such as switched and special access, and, subject to Section 12 of
the Agreement, the following additional arrangements that are not subject to
resale: limited duration (90 days or less) promotional offerings, public coin
telephone services, and technical and market trials. Taxes shall be collected
and remitted by the reseller and BA in accordance with legal requirements and as
agreed between the Parties. Surcharges (e.g., 911, telecommunications relay
service, universal service fund) shall be collected by the reseller and either
remitted to the recipient agency or NECA, or passed through to BA for remittance
to the recipient agency or NECA, as appropriate and agreed between the Parties.
End user common line charges shall be collected by the resellers and remitted to
BA.
/12/ Pending establishment of mechanized billing procedures adapted to
resale, the Parties will agree upon a composite "bottom-of-the-xxxx" discount
that reflects the discounts and exclusions identified herein, and such other
adjustments as the Parties agree.
8
--------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
--------------------------------------------------------------------------------
15. Access to BA OSS/13/
--------------------------------------------------------------------------------
15.a Access to Pre-Ordering OSS $.26/Query
--------------------------------------------------------------------------------
15. Access to Ordering OSS $4.53/Transaction
b
--------------------------------------------------------------------------------
15.c Access to Provisioning OSS Included in Ordering
--------------------------------------------------------------------------------
15d Access to Maintenance & $1.23/Trouble Ticket
Repair OSS
--------------------------------------------------------------------------------
15e. Access to Billing OSS; CD-ROM $261.04/CD-ROM
1
--------------------------------------------------------------------------------
15.e Access to Billing OSS; Daily
.2 Usage File
Existing Message Recording
$.000274/Message
--------------------------------------------------------------------------------
15.e Access to Billing OSS; Daily
Usage
.3 File Delivery
Data Tape $64.96/Programming Hour $20.11/Tape
Network Data Mover Not Applicable $.000099/Message
CMDS $64.96/Programming Hour $.000099/Message
--------------------------------------------------------------------------------
15.e Access to Billing OSS; Daily
Usage
.4 File Transport
9.6 kb Communications Port $8,335.27/Port $10.84/Month
--------------------------------------------------------------------------------
___________________
/13/ The rates for BA OSS Services that appear in Section 15 above shall apply
until the earlier of August 15, 1997 or the date the Commission approves rates
for BA OSS Services. If the Commission approves rates for BA OSS Services on or
before August 15, 1997, the rates approved by the Commission will apply from the
date they are approved by the Commission until any subsequent change in rates
becomes effective in accordance with this Agreement.
If by August 15, 1997 the Commission has not approved rates for BA OSS
Services, from August 16, 1997 until such time as the Commission approves rates
for BA OSS Services, BA will track the usage of BA OSS Services by MFS. When
the Commission approves rates for BA OSS Services, those rates will apply from
August 16, 1997 until any subsequent change in rates becomes effective in
accordance with this Agreement.
MFS reserves the right to at any time prior to the above-mentioned
Commission approval of rates for BA OSS Services initiate or participate in a
proceeding before the Commission or other governmental entity of appropriate
jurisdiction to obtain a determination as to the lawfulness of the rates stated
above in Section 15 for Xxxx Atlantic OSS Services. However, until such time as
the Commission or other governmental entity of appropriate jurisdiction, in an
order that is binding upon Xxxx Atlantic, requires Xxxx Atlantic to change or
delete the rates stated above in Section 15 for Xxxx Atlantic OSS Services,
MFS agrees to pay such rates as provided in this Footnote.
When rates for BA OSS Services are approved by the Commission Section 15
above shall be amended by the Parties to state such rates.
9
--------------------------------------------------------------------------------
BA SERVICE NON-RECURRING RECURRING
---------- ------------- ---------
--------------------------------------------------------------------------------
56 kb Communications Port $34,494.62/Port $29.93/Month
256 kb Communications Port $57,422.87/Port $29.93/Month
T1 Communications Port $204,901.39/Port $380.18/Month
Line Installation $64.96/Programming Hour/Port Not applicable
Port Set-up $10.43/Port Not applicable
Network Control Programming $64.96/Programming Hour/Port Not applicable
Coding
--------------------------------------------------------------------------------
10
MFS SERVICES, FACILITIES, AND ARRANGEMENTS:
--------------------------------------------------------------------------------
MFS SERVICE NON-RECURRING RECURRING
----------- ------------- ---------
--------------------------------------------------------------------------------
1.a. Interim Number Portability
through co-carrier call
forwarding*
Number portability* $30/service order. $3/mo. for ten
$35/number (not ordered paths per
with ULL) number; plus
$.40/mo.per
additional path
$20 per additional path
order
--------------------------------------------------------------------------------
1.b. Access pass-through to number In accordance
portability purchaser* with sec. 14.5
of Agreement
--------------------------------------------------------------------------------
2. Local dialing parity* No charge
--------------------------------------------------------------------------------
3.a. Reciprocal call termination
Local Traffic delivered to
MFS Interconnection Point*
First year* $.009/mou
-----------------------------------------------------------------------
After first year* In accordance
with note 14
below
--------------------------------------------------------------------------------
3.b. Access charges for Per MFS
termination of intrastate and interstate and
interstate Toll Traffic intrastate
access rates
(charged in
conjunction
with Local
Traffic, using
PLU and PIU, as
appropriate)
--------------------------------------------------------------------------------
4. All other MFS services Available at MFS tariffed or otherwise
available to BA for purposes generally available rates, not to exceed
of effectuating local BA rates for equivalent services
exchange competition available to MFS
--------------------------------------------------------------------------------
5. Other Services
Information Service billing No charge $.03 per call
fee
--------------------------------------------------------------------------------
11
A. Charges by BA
-------------
(a) Traffic delivered to BA Local Serving Wire Center ("LSWC") or BA
Access Tandem: $.009 per mou
(b) Traffic delivered directly to terminating BA End Office: $.007 per mou
Note: All BA-IPs identified in Schedule 4.0 as of the Effective Date are
LSWC or Access Tandems. Therefore, Local Traffic delivered to such BA-IPs
shall be subject to the rate of $.009 per mou.
B. Charges by MFS
--------------
1. Single-tiered interconnection structure:
MFS's rates for the termination of BA's Local Traffic under the
single-tiered interconnection structure shall be recalculated once each
year on each anniversary of the Effective Date (the "Rate Determination
Date"). The initial Rate Determination Date shall be the first anniversary
of the Effective Date. The methodology for recalculating the rates is as
follows:
LSWC/Access Tandem Minutes = Total minutes of use of Local Traffic
delivered by MFS to the BA LSWC or BA Access Tandem for most recent
billed month.
End Office Minutes = Total minutes of use Local Traffic delivered by
MFS directly to the terminating BA End Office for most recent billed
month.
Total Minutes = Total minutes of use of Local Traffic delivered by
MFS to BA for most recent billed month.
MFS Charge at the M-IP = (LSWC/Access Tandem Minutes X $.009) + (End
Office Minutes X $.007)
-------------------------------------------------------------------
Total Minutes
2. Multiple-tiered interconnection structure (if offered by MFS to any
carrier)
(a) Local Traffic delivered to MFS LSWC or MFS Access Tandem: $.009
(b) Local Traffic delivered to terminating MFS End Office/node: $.007
C. Miscellaneous Notes
-------------------
1. In the event a Party desires to deliver Local Traffic to a LSWC (i) that is
not located within 25 miles of the Tandem Office to which it is subtended,
and/or (ii) where the Tandem Office that it subtends is not located within 25
miles of the Tandem Office that is subtended by the terminating End Office, then
such Party shall (x) in addition to paying the LSWC/Access Tandem termination
rate described above, purchase the necessary facilities from the terminating
Party to transport such Traffic to a qualifying LSWC or Access Tandem that is
not subject to either conditions (i) or (ii) above, (y) purchase such other
service(s) as the terminating Party may offer under applicable tariff to remedy
such condition(s), or (z) enter into a new compensation arrangement as the
Parties may agree. Notwithstanding the foregoing, nothing in this Agreement
shall obligate BA to provide switching services at a LSWC when it functions as
such.
12
2. In the event the two-tiered rate structure described above is modified
pursuant to Applicable Law to a single rate structure. BA and MFS (to the extent
MFS is offering a multiple-tiered interconnection structure) shall each have the
right to apply its tariffed switched access transport charges for transporting
Local Traffic it receives at its LSWC to the first point of switching in its
network in the LATA.
3. The MFS termination rate under the single-tiered interconnection structure
set forth above is intended by the Parties to be a Local Traffic termination
rate for Interconnection to the M-IP within each LATA that is reciprocal and
equal to the actual rates that will be charged by BA to MFS under the
two-tiered Local Traffic termination rate structure described above that will
apply after the first anniversary of the Effective Date. The single MFS
termination rate is also intended to provide financial incentives to MFS to
deliver traffic directly to BA's terminating End Offices once MFS's traffic
volumes reach an appropriate threshold. The Parties agree that the Reciprocal
Compensation rate(s) set forth herein recover a reasonable approximation of
each Party's additional costs of terminating calls that originate on the
network facilities of the other Party.
13
SCHEDULE 3.0
NETWORK IMPLEMENTATION SCHEDULE FOR VIRGINIA
In accordance with the provisions of Section 3 of the Agreement, the
Parties shall make their best efforts to meet the following Milestones no later
than the listed Dates.
--------------------------------------------------------------------------------
LATA IN VIRGINIA MILESTONE DATE
--------------------------------------------------------------------------------
LATA 236 LATA Start Date ("SD") 7/21/98
----------------------------------------------------------
SS7 Certification, Collocation, and NXX(s) 8/19/98
Applied For
----------------------------------------------------------
Parties Agree on Initial Network Design 8/24/98
----------------------------------------------------------
Valid Access Service Request(s) ("ASRs") and TBD
Routing Information Received by BA
----------------------------------------------------------
Collocation Arrangements Complete for Trunk N/A
Interconnection and IDLC for ULLs
----------------------------------------------------------
All Trunks Tested and Turned Up; SS7 Certifi- 11/20/98
cation Achieved; /1/ VG ULL Capability
Available
----------------------------------------------------------
Call-through Testing Completed; 12/11/98
"Interconnection Activation Date"
--------------------------------------------------------------------------------
Failure of a Party or the Parties to meet an earlier Milestone Date shall
not relieve either Party of the responsibility to make its best efforts to meet
subsequent Milestone Date(s) in the LATA, unless, and only to the extent that,
the subsequent Milestone Date(s) depend on the timely completion of such earlier
Milestone Date.
For purposes of Section 3, (i) business Telephone Exchange Service shall be
considered "fully operational" in a LATA in the Commonwealth of Virginia when
Focal has an effective Tariff for business Telephone Exchange Service in the
Commonwealth of Virginia and has a significant number of Telephone Exchange
Service in the Commonwealth of Virginia and has a significant number of
Telephone Exchange Service Customer lines in service for business Telephone
Exchange Service Customers in that LATA in the Commonwealth of Virginia that
are not affiliates or employees of either BA or Focal, and (ii) residential
Telephone Exchange Service shall be considered "fully operational" in a LATA
in the Commonwealth of Virginia when Focal has an effective Tariff for
residential Telephone Exchange Service in the Commonwealth of Virginia and
has a significant number of Telephone Exchange Service Customer lines in service
for residential Telephone Exchange Service Customers in that LATA in the
Commonwealth of Virginia that are not affiliates or employees of either BA or
Focal.
_____________________________
/1/ SS7 certification scheduling depends on actual schedule availability at
time of request.
1
SCHEDULE 4.0
VIRGINIA - INTERCONNECTION POINTS IN LATA
LATA 236
--------
F-IP: Washington D.C. Switch
0000 Xxxxxxx Xxx. X.X.
Xxxxxxxxxx, X.X.
WASHDCRKDS2
BA-IP WorldCom COLO
0000 X. Xxxxxx Xxxxxx
Xxxxxxxxx, XX
ARTNVAARHVA
