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EXHIBIT 10.5
RESALE AGREEMENT - G (MISSOURI)
PAGE 1 OF 3
SWBT;CLEC
100198
RESALE AGREEMENT BETWEEN
SOUTHWESTERN XXXX TELEPHONE COMPANY
UNITED STATES TELECOMMUNICATIONS, INC.
TABLE OF CONTENTS
I. DESCRIPTION AND CHARGES FOR SERVICES .......................................................1
II. TERMS AND CONDITIONS FOR RESALE OF SERVICES ................................................3
A Permitted Use of Resold Services by CLEC and Its End Users ...............................3
B. Use of SWBT Trademarks ..................................................................5
C. Network and Service Order Conditions ....................................................5
III. ADDITIONAL SERVICES ........................................................................6
A. 911/E911 ................................................................................6
B. Dialing Parity ..........................................................................6
X. Xxxxx Page Directories: Listings, Distribution and Information Page .....................7
D. Directory Assistance (DA) ...............................................................8
E. Operator Services (OS) ..................................................................8
F. Payphone Services .......................................................................9
IV. RESPONSIBILITIES OF SWBT ...................................................................9
V. ADDITI0NAL RESPONSIBILITIES OF THE PARTIES ................................................11
A. Cooperation on Fraud ...................................................................11
B. Filing the Agreement ...................................................................11
VI. CHANGES IN SUBSCRIBER CARRIER SELECTIONS ...................................................12
VII. ADDITIONAL RESPONSIBILITIES OF CLEC ........................................................13
A. Payment of Rates and Charges ............................................................13
B. Interfaces with SWBT ....................................................................17
C. Repair Contact Arrangements .............................................................17
D. CLEC Operating Company Number (OCN) .....................................................17
E. Special Service Arrangements ............................................................17
F. DA/OS Branding ..........................................................................18
VIII. NONEXCLUSIVITY .............................................................................19
IX. SUPPORT SYSTEMS SERVICES ...................................................................19
A. Support Systems Services ................................................................19
B. Network Management Controls .............................................................21
C. Law Enforcement and Civil Process .......................................................21
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SWBT;CLEC
100198
X. CALL TRACE .................................................................................22
X1. TAXES ......................................................................................22
XII. TERMINATION OF SERVICE TO CLEC .............................................................22
X111. FORCE MAJEURE ..............................................................................24
XIV. LIMITATION OF LIABILITY ....................................................................25
XV. NONDISCLOSURE ..............................................................................26
XVI. PUBLICITY ..................................................................................27
XVII. ASSIGNMENT ................................................................................27
XVIII. DISPUTE RESOLUTION .........................................................................27
A. Finality of Disputes ................................... ................................27
B. Alternative to Litigation ...............................................................27
C. Commencing Dispute Resolution ...........................................................28
D. Informal Resolution of Disputes .........................................................28
E. Formal Dispute Resolution ..............................................................28
F. Arbitration .............................................................................30
G. Billing Disputes ........................................................................31
H. No Conflict .............................................................................32
XIX. VERIFICATION REVIEWS .......................................................................32
XX. COMPLIANCE WITH LAWS .......................................................................33
XXI. CERTIFICATION REQUIREMENTS .................................................................34
XXII. EFFECT OF OTHER AGREEMENTS .................................................................34
XXIII. NOTIFICATION ...............................................................................34
XXIV NOTICES ....................................................................................35
XXV. BENEFICIARIES ..............................................................................35
XXVI. TERM .......................................................................................35
XXVII. EFFECTIVE DATE .............................................................................35
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SWBT/CLEC
100198
XXVIII. WAIVER......................................................................................35
XXIX. DISCLAIMER OF WARRANTIES ...................................................................36
XXX. RELATIONSHIP OF THE PARTIES ................................................................36
XXXI. REFORMATION ................................................................................36
XXXII. COMPLETE TERMS .............................................................................37
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XXXX/XXXXXX XXXXXX TELECOMMUNICATIONS, INC.
100198
RESALE AGREEMENT BETWEEN
SOUTHWESTERN XXXX TELEPHONE COMPANY
UNITED STATES TELECOMMUNICATIONS, INC.
This Agreement is between Southwestern Xxxx Telephone Company
("SWBT"), a Missouri corporation, and United States Telecommunications, Inc.
("CLEC") (collectively, "the Parties") entered into this 22nd day of October,
1998.
WHEREAS, pursuant to the Telecommunications Act of 1996 (the
"Act"), the Parties wish to establish terms for the purchase by CLEC of certain
SWBT retail telecommunications services and certain other services for resale by
CLEC to its local exchange end users in the State of Missouri. Therefore, the
Parties hereby agree as follows:
The geographic SCOPE of this Agreement shall include all
exchanges served by SWBT where SWBT serves as the incumbent Independent Local
Exchange Carrier in the state of Missouri. This Agreement shall exclusively
govern CLEC'S purchases of the services which are the subject of this Agreement,
including any Appendices, Exhibits, Attachments and/or Amendments hereto. By
entering into this Agreement, CLEC agrees that it is purchasing services
pursuant to this Agreement and shall continue to abide by all terms of this
Agreement unless terminated as provided herein.
1. DESCRIPTION AND CHARGES FOR SERVICES
A. Attached hereto as Exhibit A is a list of
Telecommunications Services currently available for
resale at the wholesale discount rate of 19.2% off
the retail rate for each service. Except as otherwise
expressed herein and consistent with SWBT's
obligation under Sec. 251(c)(4)(A) of the Act,
CLEC may resell other Telecommunications Services
offered by SWBT and not listed in Exhibit A. Exhibit
B contains a list of other services available for
resale at the discount included in the exhibit.
B. SWBT will make available to CLEC for resale SWBT's
Xxxx Plus and Consolidated Billing service at a
discount of five per cent (5%) off of SWBT's tariffed
rate for each service (or in the event either of
these services is not tariffed, at the rate SWBT
charges it subscribers).
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C. SWBT shall make available for resale by CLEC the
following SWBT services at SWBT's tariffed rate for
each service (or in the event a service is not
tariffed, at the rate SWBT charges its subscribers,
except as otherwise provided herein):
- Construction Charges
- Distance Learning
- Connections with Terminal Equipment and
Communication Systems
- Maintenance of Service Charges
- Suspension Services
- Telecommunications Service Priority Systems
- Access Services
- Cellular Mobile Telephone Interconnection Services
- Exchange Connection Services
- Shared Tenant Service
D. Suspension of Service discounts apply to the
discounted rate for the underlying service. When
CLEC resells Shared Tenant Service, CLEC will receive
the discount associated with the underlying service
used in the shared tenant arrangement.
E. SWBT shall be under no obligation to offer the
following for resale:
- BDS/LAN
- Customer Provided Equipment
- Customized Billing Reports
- InLine(R) Products
- Inside Wiring
- Semi-Public Telephone Booths and Enclosures
- 911 Universal Emergency Number Equipment
F. Educational and Lifeline/Linkup services will be
wholesale priced at zero discount.
G. Grandfathered services are also available for resale
at the applicable wholesale discount to the same
customers at the same location to which SWBT offers
the service.
H. Telecommunications Services will be resold to CLEC
on terms and conditions that are reasonable and
nondiscriminatory.
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I. Unless otherwise provided in this Agreement, SWBT will perform all of
its obligations hereunder throughout the entire service area where SWBT
is the incumbent local exchange carrier. SWBT will provide the services
covered by this Attachment subject to the availability of facilities in
this state on a nondiscriminatory basis with its other customers.
J. CLEC may offer to resell Customer Initiated Suspension and Restoral
Service to their end users as outlined in the corresponding retail
tariff. SWBT will offer to CLEC Company Initiated Suspension Service
for their own purposes at the SWBT retail tariffed rate. Should CLEC
choose to suspend their end user through Company Initiated Suspension
Service, this suspension period shall not exceed fifteen (15) calendar
days. If CLEC issues a disconnect on their end user account within the
fifteen (15) day period, appropriate services will not be billed for
the suspension period. However, should CLEC issue a disconnect after
the fifteen (15) day suspension period, CLEC will be responsible for
all appropriate charges on the account back to the suspension date.
Should CLEC restore their end user, restoral charges at the SWBT retail
tariffed rate will apply and CLEC will be billed for the appropriate
service from the time of suspension.
II. TERMS AND CONDITIONS FOR RESALE OF SERVICES
The following terms and conditions are applicable to all services
purchased under this Agreement.
A. Permitted Use of Resold Services by CLEC and Its End Users
1. For services included in this Agreement, which are offered
through tariffs by SWBT to its end users, the rules and
regulations associated with the applicable State General
Exchange Tariff, Local Exchange Service Tariff, and the other
tariffs for the resold service (such tariffs collectively
referred to herein as "corresponding tariffs"), apply except
as otherwise provided herein.
2. CLEC shall only sell Plexar(R) services to a single end user.
3. Except where otherwise explicity provided in the corresponding
tariffs, CLEC shall not permit the sharing of a service or
services by multiple end users or the aggregation of traffic
from multiple end users onto a single service.
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4. CLEC shall only resell services purchased under this Agreement
to the same class of end users to whom SWBT sells such services
(e.g. residence service shall not be resold to business end
users). CLEC may only resell Lifeline Assistance, Link-Up, and
other like services to similarly situated customers who are
eligible for such services. Further, to the extent CLEC resells
services that require certification on the part of the buyer,
CLEC will ensure that the buyer has received proper
certification and complies with all rules and regulations
as established by the Commission.
5. SWBT promotions of ninety (90) days or less shall not be
available to CLEC for resale.
6. CLEC shall not use a resold service to avoid the rates, terms
and conditions of SWBT's corresponding tariffs.
7. CLEC shall not use resold local exchange telephone service to
provide access or interconnection services to itself,
interexchange carriers (IXCs), wireless carriers, competitive
access providers (CAPs), or other telecommunitions providers.
Provided however, that CLEC may permit its end users to use
resold local exchange telephone service to access IXCs,
wireless carriers, CAPs, or other retail telecommunications
providers.
8. If CLEC is in violation of a provision of this Agreement, SWBT
shall notify CLEC of the violation in writing of the specific
provision being violated. At such time, CLEC shall have thirty
(30) days to correct the violation and notify SWBT in writing
that the violation has been corrected. SWBT shall then xxxx
XXXX for the charges which should have been collected by SWBT
or the actual revenues collected by CLEC from its end users for
the stated violation, whichever is greater. If CLEC disputes
the violation, it shall notify SWBT in writing within fourteen
(14) days of receipt of notice from SWBT. Disputes shall be
resolved as outlined in the Dispute Resolution section of the
Agreement.
9. SWBT will apply any Commission mandated end-user charges
including an End User Common Line (EUCL) charge to each local
exchange line resold under this agreement. All federal rules
and regulations associated with EUCL charges, as found in
Xxxxxx XXX 00, also apply to such EUCL charges.
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10. To the extent allowable by law, CLEC shall be responsible
for Primary Interexchange Carrier (PIC) change charges
associated with such local exchange line. CLEC shall pay
for PIC changes at the tariffed rate.
11. SWBT is not required to make services available for resale
at wholesale rates to CLEC for its own use or to CLEC's
affiliates, subsidiaries, predecessors, successors,
assignees or anyone or any entity claiming by or through
CLEC.
B. USE OF SWBT TRADEMARKS
Except where otherwise required by law, CLEC shall not,
without SWBT's written authorization, offer the services
covered by this Agreement using the trademarks, service
marks, trade names, brand names, logos, insignia, symbols or
decorative designs of SWBT or its affiliates. Nor shall CLEC
state or imply that there is any joint business association or
similar arrangement with SWBT in the provision of
telecommunications services to CLEC's own end users. CLEC may
brand services included in this Agreement with its own brand
name, but SWBT shall not be responsible for providing such
branding.
C. NETWORK AND SERVICE ORDER CONDITIONS
1. SWBT shall provide the services covered by this Agreement
subject to availability of existing facilities and on a
nondiscriminatory basis with its other customers. CLEC
shall resell the services provided herein only in those
service areas in which such resale services or any feature
or capability thereof are offered at retail by SWBT as the
incumbent local exchange carrier to its end users.
2. When CLEC converts an end user currently receiving
noncomplex service from the SWBT network without any
changes to SWBT's network, CLEC will be charged a per
order (i.e., per billable telephone number) conversion
charge of twenty-five dollars ($25.00) in Missouri.
Conversion orders processed and completed electronically
with be charged five dollars ($5.00) per order on an
interim basis. Complex orders will be charged at a rate of
one hundred twenty-five dollars ($125.00). Custom Services
conversions (e.g. Plexar Custom) will be handled on a
Customer Specific Proposal basis.
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When CLEC converts an end user and adds or changes are
made to the network, the respective conversion charge will
apply, as well as any normal service order charges
associated with said changes. All nonrecurring service
connection charges, excluding the conversion charge
mentioned above, will be charged at a discount for those
services listed in Exhibits A and B.
3. For the pruposes of ordering new service under this
Agreement, each request for service shall be handled as a
spearate and initial request for service per billable
telephone number. The additonal line rate for Service
Order Charges shall apply only to those requests for
additional residential service at the end user's same
location where a residential line is currently provided on
SWBT's network, regardless of the nonfacilities based
Local Service Provider of record.
4. For purposes of this section, CLEC service orders shall
be handled in the same fashion as SWBT employs for its own
end users.
III. ADDITIONAL SERVICES
A. 911/E911
1. Access to the 911 or E911 service, available to SWBT
end users in the area(s) served by CLEC, shall be made
available to CLEC's end users.
2. CLEC shall be responsible for collecting and remitting
all applicable 911 surcharges on a per line basis to
the Public Safety Answering Point (PSAP).
3. When requested by SWBT, CLEC shall timely provide
accurate and complete information on each of CLEC's
end users as needed for the provisioning of 911
service to CLECs end users. Such information shall be
in a format determined by SWBT.
B. DIALING PARITY
1. LOCAL DIALING PARITY
SWBT agrees that local dialing parity shall be
avalaible to CLEC. That is, end users of SWBT and end
users of CLEC shall have the
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same exchange boundaries, such end users shall be able
to dial to same number of digits when making a "local"
call.
2. IntraLATA TOLL DIALING PARITY.
SWBT agrees to make intraLATA toll dialing parity
available in accordance with Section 251(b)(3) of the
Telecommunications Act of 1996.
X. XXXXX PAGE DIRECTORIES: LISTINGS, DISTRIBUTION AND
INFORMATION PAGE
1. At CLEC's request, SWBT shall provide nondiscriminatory
access to White Pages directory listing and distribution
services under the terms and conditions described
herein:
a) SWBT shall provide, at no additional charge, a
straight line listing in the appropriate SWBT white
pages for each of CLEC's local exchange service end
users. Subscriber listing information shall,
however, remain the property of SWBT.
b) Additional Listing Services (e.g., foreign and
signature listings) can be purchased by CLEC for
its end users on a per listing basis. CLEC shall
pay SWBT for all such listings provided to CLEC's
end users. The discounts applicable to Listing
Services are contained in Exhibits A and B to this
Agreement.
c) CLEC end users shall be entitled to one directory
per basic residential or business line provided by
SWBT pursuant to this Agreement.
d) SWBT, or its agents shall deliver a White Pages
Directory to CLEC end user's premises at the same
time that such directories are delivered to SWBT
end users. If an CLEC's end user already has a
current SWBT directory, SWBT shall not be required
to deliver a new directory to that end user until
the new directories are published for that end
user's location.
e) CLEC hereby releases SWBT from any and all
liability for damages due to errors or omissions in
CLEC's subscriber listing information as it appears
in the White Pages
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directory, including, but not, limited to, special,
indirect, consequential. punitive or incidental
damages. To the extent CLEC reimburses its end user
subscriber any listing charge due to errors or
omissions caused directly by SWBT, SWBT shall reimburse
CLEC any associated wholesale rate.
2. INFORMATION PAGE
a) At CLEC'S request, SWBT shall include in the
"Informational Page" section of SWBT's White Pages
directory, for those geographical areas which CLEC
provides local exchange services, CLEC's customer
contact information regarding emergency services,
billing and service information, repair services and
other pertinent information similar to that provided by
SWBT in its "Informational Pages." Such information
shall be included on the same page with other CLEC
information.
b) At CLEC's option, CLEC shall be a single "Informational
Page" (one side of one page) in the informational
section of the White Pages directory covering a
geographic area where an CLEC provides local exchange
service. This page shall be no different in style,
size, color and format than SWBT "Informational Pages."
Sixty (60) days prior to the directory close date, CLE
shall provide to SWBT the "Informational Page" in the
form of camera-copy. The charges associated with this
service vary from geographic market to market, and are
charged outside this Agreement.
D. DIRECTORY ASSISTANCE (DA)
SWBT shall provide access to the same DA services it makes
available to its own end users to CLEC's end users. CLEC shall
pay the charges associated with the use of such services by
CLEC's end users. The discounts applicable to such services are
contained in Exhibits A and B, which is attached hereto and
made a part hereof.
E. OPERATOR SERVICES (OS)
1. SWBT shall provide access to Operator Services to CLEC's end
users. CLEC shall pay the charges associated with the use of
such
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services by CLEC'S end users. The discounts applicable to such
services arc contained in Exhibits A and B, which is attached
hereto and incorporated by reference.
2. SWBT shall provide Line Status Verification and Busy Line
Interrupt on calls made on SWBT's network to CLEC end users.
CLEC shall pay SWBT associated charges when its end users
request such services, with discounts to apply as listed in
Exhibits A and B.
F. PAYPHONE SERVICES
1. CLEC may enter the business of providing local
telecommunications services to payphone service providers
(PSPs) for PSPs' use in providing payphone service Local
telecommunications services which PSPs use in providing and
which are provided to PSPs by CLEC by means of reselling those
of SWBT's services offered pursuant to the General Exchange
Tariff are referred to in this Agreement as "Payphone Lines".
In its Common Carrier Docket No. 96-128, the Federal
Communications Commission ("FCC") has ordered SWBT to
compensate PSP customers of CLECs that resell SWBT's services
for certain calls originated from pay telephones and received
by the resale-based carriers. (IMPLEMENTATION OF THE PAY
TELEPHONE RECLASSIFICATION AND COMPENSATION PROVISIONS OF THE
TELECOMMUNICATIONS ACT OF 1996, FCC Docket No. 96-128, Report
and Order, para. 86 (1996)). This compensation is referred to
in this Agreement as "Payphone Compensation".
2. The Parties desire that SWBT satisfy its obligation to pay
Payphone Compensation to Payphone Service Providers (PSPs) who
are customers of CLEC by paying the Payphone Compensation to
the CLEC who will then forward the Payphone Compensation
directly to the PSPs.
IV. RESPONSIBILITIES OF SWBT
A. SWBT shall allow CLEC to place service orders and receive phone number
assignments (for new lines). These activities shall be accomplished by
telephone call or facsimile until electronic interface capability has
been established. SWBT, with input from CLEC, shall provide interface
specifications for electronic access for these functions to CLEC once
such electronic interfaces become technically feasible and are
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in place. However, CLEC shall be responsible for modifying and
connecting any of its systems with SWBT provided interfaces when such
interfaces become available, as outlined in Appendix OSS.
B. SWBT shall implement CLEC service orders within the same time
intervals SWBT uses to implement service orders for similar services
for its own end users.
C. CLEC will have the ability to report trouble for its end users to
appropriate SWBT trouble reporting centers 24 hours a day, 7 days a
week. CLEC will be assigned a customer contact center when initial
service agreements are made. CLEC end users calling SWBT may be
referred to CLEC at the number provided by CLEC. SWBT shall at all
times be responsible for the repair and maintenance of its network.
Nothing herein shall be interpreted to authorize CLEC to repair,
maintain, or in my way touch SWBT's network facilities, including those
on end user premises.
Operational procedures for ordering and trouble reporting are outlined
in SWBT'S CLEC as amended by SWBT from time to time. Both parties agree
to abide by the procedures contained therein.
D. On no less than sixty (60) days advance written notice, CLEC may
request SWBT to make certain usage information available to CLEC on a
daily basis in a standard electronic format. The information will
consist of usage sensitive charges SWBT will xxxx to CLEC arising out
of the use of resold lines. CLEC agrees to pay SWBT three tenths of a
cent ($.003) per message for this service, plus other charges outlined
in Appendix OSS.
E. Subject to any future order of the FCC which obligates SWBT to pay an
amount different from the following, SWBT will pay Payphone
Compensation due with respect to the Payphone lines in the amount of
$0.284 per call. SWBT will pay to CLEC such Payphone Compensation only
for (i) intraLATA subscriber 800 calls for which SWBT provides the 800
service to the subscriber and carries the call and (ii) intraLATA calls
placed using SWBT's prepaid calling card platform and carried by SWBT.
SWBT will not pay to CLEC any Payphone Compensation for non-sent paid
calls.
1. SWBT will pay CLEC the Payphone Compensation due to CLEC Customer
(PSP) within sixty (60) days after the close of the calendar
quarter in which the call for which Payphone Compensation is due is
made. However, payment may be made later than sixty (60) days if
SWBT deems it necessary to
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investigate a call or calls for possible
fraud. To the extent to which SWBT's first
payment includes Payphone Compensation for
calls made prior to any calendar quarter
which ended thirty (30) days after this
Agreement takes effect and will include as
Payphone Compensation under this Agreement
an amount equal to the Payphone Compensation
which would have been due to CLEC under this
Agreement had this Agreement taken effect on
October 7, 1997.
2. SWBT will make any payment due to CLEC under this
Agreement by crediting XXXX'x xxxx for the
Payphone Line over which the call which give rise
to the Payphone Compensation is placed. SWBT will
not issue a check to CLEC if the credit for
Payphone Compensation exceeds the balance due to
SWBT on the xxxx.
3. Nothing in this Agreement entitles CLEC to receive
or obligates SWBT to provide any call detail or
other call record.
V. ADDITIONAL RESPONSIBILITIES OF THE PARTIES
A. COOPERATION ON FRAUD
SWBT shall not be liable to CLEC for any fraudulent
usage on CLEC's end users' accounts.
The Parties agree to cooperate with one another to
investigate, minimize and take corrective action in
cases of fraud. The Parties' fraud minimization
procedures are to be cost effective and implemented
so as not to unduly burden or harm one Party as
compared to the other.
At a minimum, such cooperation shall include
providing to the other Party, upon request,
information concerning end users who terminate
services to that Party without paying all outstanding
charges, when such end user seeks service from the
other Party. The Party seeking such information is
responsible for securing the end user's permission to
obtain such information.
B. FILING THE AGREEMENT
Unless otherwise agreed, if the designated Party
fails to file the jointly signed agreement with the
Commission within forty-five (45) days of both
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Parties signatures, then the signed agreement is
null and no longer valid. If the contract becomes
null, either Party can initiate negotiations to a new
agreement.
VI. CHANGES IN SUBSCRIBER CARRIER SELECTIONS
A. Prior to submitting an order under this Agreement,
CLEC shall obtain end user authorization as required
by applicable state or federal laws and regulations,
and assumes responsibility for applicable charges as
specified in Section 258(b) of the Telecommunications
Act of 1996. SWBT shall abide by the same applicable
laws and regulations.
B. Only an end user can initiate a challenge to a change
in its local exchange service provider. If an end
user notifies SWBT or CLEC that the end user requests
local exchange service, the Party receiving such
request shall be free to immediately provide service
to such end user, except in those instances where the
end user's account is local PIC protected. It is the
responsibility of the end user to provide written
authorization to the current provider of record to
remove local service provider protection before any
changes in local exchange service provider are
processed.
SWBT shall be free to connect the end user to any
Competitive Local Exchange Carrier based upon the
Competitive Local Exchange Carrier's request and
Competitive Local Exchange Carrier's assurance that
proper end user authorization has been obtained. CLEC
shall xxxx authorization available to SWBT upon
request and at no charge.
C. When an end user changes or withdraws authorization,
each Party shall release customer-specific facilities
in accordance with the end user customer's direction
or the direction of the end user's authorized agent.
Further, when an end user abandons the premise, SWBT
is free to reclaim the facilities for use by another
customer and is free to issue service orders required
to reclaim such facilities.
D. Neither Party shall be obligated by this Agreement
to investigate any allegations of unauthorized
changes in local exchange service (slamming) on
behalf of the other Party or a third party. If SWBT,
on behalf of CLEC, agrees to investigate an alleged
incidence of slamming, SWBT shall charge CLEC a fifty
dollar ($50) investigation fee.
E. When SWBT receives an order from CLEC for services
under this Agreement and SWBT is currently providing
the same services to another Competitive Local
Exchange Carrier for the same end user. SWBT shall
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notify the end user's Competitive Local Exchange Carrier of
record of such order coincident with processing the order. It
shall then be the responsibility of the Competitive Local
Exchange Carrier of record and CLEC to resolve any issues
related to the end user. This paragraph shall not apply to new
additional lines and services purchased by an end user from
multiple CLECs or from SWBT.
F. On no less than sixty (60) days notice, CLEC may request the
Local Disconnect Report. SWBT agrees to furnish to CLEC the
Billing Telephone Number (BTN), Working Telephone Number
(WTN), and terminal number of all end users who have
disconnected CLEC's service. CLEC understands and agrees that
the CARE interface will be used to provide such information
and such information will only be available via the CARE
electronic data transmission. Information will be provided on
a per-WTN basis to be priced on a per-WTN basis. SWBT will
provide CLEC no less than thirty (30) days notice prior to any
change of the per-WTN charge. SWBT grants to CLEC a
non-exclusive right to use the information provided by SWBT.
CLEC will not permit anyone but its duly authorized employees
or agents to inspect or use this information. CLEC agrees to
pay SWBT ten cents ($0.10) per WTN and any applicable
transmission charges for the Local Disconnect Report.
G. The CLEC agrees to hold harmless and indemnify SWBT against
any and all liability and claims, including reasonable
attorney's fees, that may result from SWBT acting under this
Article.
H. Nothing herein shall be interpreted to apply to conversion of
CLEC end users pursuant to Article XII. (TERMINATION OF
SERVICE TO CLEC).
VII. ADDITIONAL RESPONSIBILITIES OF CLEC
A. PAYMENT OF RATES AND CHARGES
1. CLEC is solely responsible for the payment of charges for all
services furnished under this Agreement including, but not
limited to, calls originated or accepted at CLEC's location and
its end users' service locations, with the exception of any
retail services provided directly by SWBT to the end user which
SWBT shall be responsible for billing.
Interexchange carried traffic (e.g., sent-paid, information
services and alternate operator services messages) received by
SWBT for billing to resold end-user accounts will be returned as
unbillable
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and will not be passed on to CLEC for billing. An unbillable code
returned with those messages to the carrier will indicate that the
messages originated from a resold account and will not be billed by
SWBT.
2. SWBT shall not be responsible for the manner in which the use of
resold service, or the associated charges are allocated to others by
CLEC. All applicable rates and charges for such services will be
billed to and shall be the responsibility of CLEC, with the
exception of retail services provided directly the end user by SWBT
as described in paragraph 1 above.
3. Compensation for all services shall be paid by CLEC regardless of
CLEC's ability or inability to collect charges from its end user for
such service.
4. If CLEC does not wish to be responsible for collect, third number
billed, toll, and information services (e.g., 900) calls, it must
order the appropriate blocking for resold lines under this Agreement
and pay any applicable charges. CLEC acknowledges that blocking is
not available for certain types of calls, including 800 numbers. It
is the responsibility of the CLEC to order the appropriate toll
restriction or blocking on all of their resold end user lines.
5. CLEC agrees to pay all costs associated with a CLEC name change.
6. Deposit Requirements
a. If CLEC has not established a minimum of twelve (12) months
good credit history with SWBT as a local service provider, CLEC
shall remit a deposit in the amount of $17,000 to SWBT prior to
the furnishing of service under this Agreement. This deposit
will be held by SWBT as a guarantee of payment of charges
billed to CLEC. If CLEC has established a minimum of twelve
(12) months good credit history with SWBT as a local service
provider, SWBT shall waive the initial deposit requirement;
provided, however, that the terms and conditions set forth in
Article VII, Section A, Paragraph 6(b) through (i) shall
continue to apply for the term of this Agreement and any
extension(s) hereof.
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b. Any cash deposit held by SWBT shall be credited to CLEC's
account during the month following the expiration of twenty
four (24) months after the cash deposit was remitted, so long
as CLEC has not been sent more than one delinquency
notification letter during the most recent twelve (12) months.
For the purposes of this Article VII, Section A, Paragraph 6,
interest will be calculated as defined by the applicable state
tariff regulating retail deposits and shall be credited to
CLEC's account on an annual basis.
c. So long as CLEC maintains timely compliance with its payment
obligations, SWBT will not increase the deposit amount
required. If CLEC fails to maintain timely compliance with its
payment obligations, SWBT reserves the right to require
additional deposit(s) in accordance with Article VII, Section
A, Paragraphs 6(d) and 6(e) of this Agreement.
d. If during the first six (6) months of operations under this
Agreement, CLEC has been sent one delinquency notification
letter by SWBT, the deposit amount shall be re-evaluated based
upon CLEC's actual billing totals and shall be increased if the
CLEC's actual billing average for a two month period exceeds
the deposit amount held.
e. Any time CLEC has been sent two delinquency notification
letters, by SWBT, the deposit amount shall be re-evaluated
based upon CLEC's actual billing totals and shall be increased
if the CLEC's actual billing average for a two month period
exceeds the deposit amount held.
f. Whenever a deposit is re-evaluated as specified in Article VII,
Section A, Paragraphs 6(d) and 6(e), above, such deposit shall
by calculated in an amount equal to the average billing to CLEC
for a two month period plus the amount of any charges which
would be applicable to transfer all then-existing resold
service to SWBT in the event of CLEC's disconnection for
non-payment of charges. The most recent three (3) months
billing on all of CLEC's CBAs shall be used to calculate CLEC's
monthly average.
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g. Whenever a deposit is re-evaluated as specified in Article
VII, Section A, Paragraphs 6(d) and 6(e), above, CLEC
shall remit the additional deposit amount to SWBT within
thirty (30) calendar days of receipt of written
notification from SWBT requiring such deposit. If CLEC
fails to furnish the required deposit within thirty (30)
calendar days of receipt of written notice requesting such
deposit, SWBT shall begin the process set forth Article
XII, Section A of this Agreement. If CLEC continues to
fail to furnish the required deposit at the expiration
of the fourteen (14) calendar days specified in Article
XII, Section A of this Agreement, then SWBT shall begin
the procedure(s) set forth in Article XII, Sections D, et
seq. of this Agreement.
h. This deposit requirement may be satisfied in whole or in
part with an irrevocable bank letter of credit acceptable
to SWBT. No interest shall be paid by SWBT for any deposit
requirement satisfied in whole or in part by an
irrevocable bank letter of credit.
i. The fact that SWBT holds a cash deposit or irrevocable
bank letter of credit does not relieve CLEC from timely
compliance with its payment obligations under this
Agreement.
7. CLEC represents and warrants that the only SWBT services which
CLEC will make available to PSPs as Payphone Lines are the
services which SWBT offers pursuant to the General Exchange
Tariff P.S.C. Mo. Xx. 00, Xxx. 00.
Except as provided otherwise in this paragraph, CLEC shall pay
the entire amount of the Payphone Compensation due with
respect to a Payphone Line to the PSP who is the CLEC Customer
for the payphone line. CLEC shall make such payment on or
before the last business day of the calendar quarter in which
the call for which the Payphone Compensation is due to the PSP
is made. If SWBT pays any Payphone Compensation to the CLEC
later than sixty (60) days after the close of the calendar
quarter in which the call for which Payphone Compensation is
due is made, then CLEC shall pay the entire amount of such
Payphone Compensation to the PSP who is the CLEC's customer
for the Payphone Line within ten (10) business days after
receiving such Payphone Compensation from SWBT.
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CLEC shall indemnify, defend and hold harmless SWBT from and
against any loss, cost, claim, liability, damage or expense
(including reasonable attorney's fees) to any third party,
including PSP, relating to or arising from any of the
following:
a. CLEC's failure to comply with all the terms and conditions
of Sec. VII A,.6, or
b. Use by a PSP customer of CLEC of any service other than a
Payphone Line to provide pay telephone service or
c. False representation by CLEC.
B. INTERFACES WITH SWBT
CLEC shall be responsible for modifying and connecting any of its
systems with SWBT-provided interfaces as described in this
Agreement.
C. REPAIR CONTACT ARRANGEMENTS
CLEC shall be responsible for providing to its end users and to
SWBT a telephone number or numbers that CLEC's end users can use to
contact CLEC in the event of service or repair requests. In the
event that CLEC's end users contact SWBT with regard to such
requests, SWBT shall inform the end user that they should call CLEC
and may provide CLEC contact number.
D. CLEC COMPANY CODE/OPERATING COMPANY NUMBER (OCN) ALSO KNOWN AS
ALTERNATE EXCHANGE CARRIER NUMBER (AECN)
For the purposes of establishing, provisioning and billing service
to the CLEC, THE CLEC is required to provide to SWBT its OCN/AECN
for resale services in any SWBT state, which must be separate and
distinct from the CLEC's state-specific OCN/AECNs for
facilities-based business (interconnection and/or unbundled network
elements). CLEC name associated with specific resale OCN/AECN must
be consistent among SWBT states.
E. SPECIAL SERVICE ARRANGEMENTS
For special service arrangements for CLEC not covered under this
Agreement, special charges shall apply as provided in the applicable
corresponding tariffs.
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F. DEVELOPMENT OF BRANDIN AND CUSTOMIZED ROUTING FOR DIRECTORY
ASSISTANCE AND OPERATOR SERVICES
1. REQUIREMENTS - Pursuant to Sec. 226 (b) of The
Telecommunications Act of 1996, each provider of Operator
Services is required to:
a. provide its brand at the beginning of each telephone call
and before the consumer incurs any charge for the call; and
b. disclose immediately to the consumer, upon request a quote
of its rates or charges for the call.
c. Where SWBT provides CLECs OS and DA services via the same
trunk, both the OS and DA calls will be branded with the
same brand. Since SWBT's DA and OS utilize the same trunk
group, CLEC will receive the same brand for both DA/0S. Such
branding will be provided pursuant Section 2. below.
2. CALL BRANDING - In compliance with F.1. above, SWBT will
brand DA/OS in CLEC's name based upon the criteria outlined
below:
a. CLEC will provide SWBT with written specification of its
company name to be used in creating CLEC specific branding
messages for its DA/OS calls.
b. An initial non-recurring charge applies per load for the
establishment of Call Branding as well as a charge per
subsequent load to change the brand. In addition, a per call
charge applies for every DA/OS call handled by SWBT on
behalf of CLEC when such services are provided in
conjunction with resale services. Prices for Call Branding
are as outlined in Exhibit C, attached hereto and
incorporated herein.
3. RATE/REFERENCE INFORMATION - SWBT will provide CLEC DA/OS
Rate/Reference Information based upon the criteria outlined
below:
a. CLEC will furnish DA/OS Rate and Reference Information in
a mutually agreed to format or media thirty (30) days in
advance of the date when the DA/OS Services are to be
undertaken.
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b. CLEC will inform SWBT, in writing, of any changes to be
made such Rate/Reference Information ten (10) working days
prior to the effective Rate/Reference change date. CLEC
acknowledges that it is responsible to provide SWBT updated
Rate/Reference Information in advance of when the
Rates/Reference Information are to become effective.
c. In all cases when a SWBT Operator receives a rate request
from a CLEC end user, SWBT will quote the applicable DA/OS
rates as provided by CLEC.
d. An initial non-recurring charge will apply for loading of
CLEC's DA/OS Rate/Reference Information as well as a charge
for each subsequent change to either the CLEC's DA/OS
Services Rate or Reference Information as outlined in
Exhibit C, attached hereto and incorporated herein.
4. CUSTOMIZED ROUTING - SWBT shall also offer CLEC the opportunity
to customize route DA/OS where technically feasible. CLEC agrees
to pay SWBT appropriate charges associated with customized
routing on an ICB basis.
VIII. NONEXCLUSIVITY
This Agreement is nonexclusive. CLEC acknowledges that SWBT will be
providing the same or similar services to other local services
providers in accordance with negotiated agreements which will be filed
with the appropriate state commission(s). CLEC also acknowledges that
SWBT may, upon end user request, provide any and all of the services
provided to CLEC under this Agreement directly to the end users. SWBT
acknowledges that CLEC may obtain the same or similar services from
other local exchange companies.
IX. SUPPORT SYSTEMS SERVICES
A. SUPPORT SYSTEMS SERVICES
1. TRANSFER OF SERVICE ANNOUNCEMENTS (INTERCEPT)
The Party formerly providing service to an end user shall
provide a Basic Referral announcement, reciprocally and free of
charge on the abandoned telephone number. The announcement
states that the called number has been disconnected or changed
and provides
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the end user's new telephone number to the extent that it is listed. SWBT
shall provide an intercept referral on behalf of CLEC to their end user as
indicated on the appropriate service order.
Basic Intercept Referral Announcements are to be provided on residential
numbers for a minimum of thirty (30) days where facilities exist and the
threat of telephone number exhaustion is not imminent.
Basic Intercept Referral Announcements for a single line business end user
and the primary listed telephone number for Direct Inward Dial (DID) and
"Centrex-type" end users, shall be available for a minimum of thirty (30)
days or the life of the white pages directory, whichever is greater. If the
threat of telephone number exhaustion becomes imminent for a particular
central office, the service provider may reissue a disconnected number
prior to the expiration of the directory, but no earlier than thirty (30)
days after the disconnect of the business telephone number.
2. COORDINATED REPAIR CALLS
SWBT shall be responsible for repairing its own network. However, CLEC
shall maintain telephone numbers where its end user may call to report
instances of trouble.
The Parties shall employ the following procedures for handling misdirect
repair calls:
a. The Parties shall inform their respective end users of the correct
telephone numbers to call to access their respective repair bureaus.
b. To the extent the correct provider can be determined, each Party
shall refer misdirected repair calls to the proper provider of local
exchange service, at no charge, and shall provide the end user the
contact telephone number provided by the other party.
In responding to repair calls, neither Party shall make disparaging
remarks about each other, nor shall they use these repair calls as
the basis for internal referrals or to solicit customers or to market
services. Either Party may
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respond with accurate information in answering customer questions.
c. The Parties shall provide each other their respective repair contact
numbers.
B. NETWORK MANAGEMENT CONTROLS
Each Party shall provide a 24-hour contact number for Network Traffic
Management issues to the other. A FAX number must also be provided to
facilitate event notifications for planned mass calling events.
Additionally, both Parties agree that they shall work cooperatively that
all such events shall attempt to be conducted in such a manner as to avoid
degradation or loss of service to other end users.
C. LAW ENFORCEMENT AND CIVIL PROCESS
SWBT and CLEC shall handle law enforcement requests as follows:
1) INTERCEPT DEVICES Local and federal law enforcement agencies
periodically request information or assistance from local telephone
service providers. When either Party receives a request associated
with an end user of the other Party, it shall refer such request to
the appropriate Party, unless the request directs the receiving Party
to attach a pen register, trap and trace or form of intercept on that
Party's own facilities, in which case that Party shall comply with
any valid request.
2) SUBPOENAS If a Party receives a subpoena for information concerning
an end user the Party knows to be an end user of the other Party, it
shall refer the subpoena to the requesting entity with an indication
that the other Party is the responsible company. Provided, however,
if the subpoena request records for a period of time during which the
receiving Party was the end user's service provider, the receiving
Party will respond to any valid request.
3) EMERGENCIES If a Party receives a request from a law enforcement
agency for a temporary number change, temporary disconnect or one way
denial of outbound calls for an end user of the other party, the
receiving Party will comply so long as it is a valid emergency
request. In the case of the CLEC, the CLEC shall refer such request
to SWBT and SWBT shall honor such request in accordance with this
paragraph. However, neither Party shall be
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held liable for any claims or damages arising from compliance with
such requests, and the Party serving the end user agrees to indemnify
and hold the other Party harmless against any and all such claims.
X. CALL TRACE
CLEC end user's activation of Call Trace shall be handled by the SWBT Call
Trace Center (CTC) or its Annoying and Anonymous Call Bureau. SWBT shall
notify CLEC of requests by its end users to provide the call records to the
proper authorities. Subsequent communication and resolution of the case
with CLEC's end user (whether that end user is the victim or the suspect)
shall be the responsibility of CLEC.
CLEC understands that for services where reports are provided to law
enforcement agencies (e.g., Call Trace) only billing number and address
information shall be provided. It shall be the CLEC's responsibility to
provide additional information necessary for any police investigation.
XI. TAXES
CLEC shall be responsible for all federal, state or local, sales, use,
excise or gross receipts taxes or fees imposed on or with respect to the
services provided under this Agreement including those taxes and fees
imposed on SWBT. CLEC shall reimburse SWBT for the amount of any such taxes
or fees which SWBT is required to pay or collect for services provided to
CLEC hereunder. To the extent a sale is claimed to be for resale tax
exemption, the CLEC shall furnish SWBT a proper resale tax exemption
certificate as authorized or required by statute or regulation by the
jurisdiction providing said resale tax exemption. Failure to timely provide
said resale tax exemption certificate will result in no exemption being
available to the CLEC until such time as CLEC presents a valid certificate.
XII. TERMINATION OF SERVICE TO CLEC
A. If CLEC fails to pay when due (within 30 days of the xxxx date), any
and all charges billed to them under this Agreement, including any
late payment charges (Unpaid Charges) or miscellaneous charges, and
any portion of such charges remain unpaid more than fifteen (15) days
after the due date of such Unpaid Charges, SWBT shall notify CLEC in
writing that in order to avoid having service disconnected, CLEC must
remit all Unpaid Charges to SWBT within fourteen (14) calendar days.
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B. If CLEC disputes the billed charges, it shall, within the fourteen
(14) day period provided for above, inform SWBT in writing which
portion of the charges it disputes, including the specific details
and reasons for its dispute; immediately pay to SWBT all undisputed
charges; and pay all disputed charges into an interest bearing escrow
account established by CLEC with third party escrow agent mutually
agreed upon by the Parties.
C. Disputes hereunder shall be resolved in accordance with the
procedures identified in Article XVIII (Dispute Resolution). Failure
of CLEC to pay charges deemed owed to SWBT after conclusion of the
Arbitration shall be grounds for termination under this Article.
D. If any CLEC charges remain unpaid or undisputed twenty-nine (29) days
past the due date, SWBT shall notify CLEC, the Commission and the end
user's IXC(s) of Record in writing, that unless all charges are paid
within sixteen (16) days, CLEC's service shall be disconnected and
its end users shall be switched to SWBT local service. SWBT will also
suspend order acceptance with the exception of disconnects on the
same day that it sends the letter required by the preceding sentence.
E. If any CLEC charges remain unpaid or undisputed forty (40) days past
the due date, CLEC shall, at its sole expense, notify its end users,
the Commission and the end user's of Record that their service may be
disconnected for CLEC failure to pay Unpaid Charges, and that its end
users must select a new Competitive Local Exchange Carrier within
five (5) days. The notice shall also advise the end user that SWBT
will assume the end user's account at the end of the five (5) day
period should the end user fail to select a new Competitive Local
Exchange Carrier.
F. If any CLEC charges remain unpaid or undisputed forty-five (45) days
past the due date, SWBT shall disconnect CLEC and transfer all CLEC's
end users who have not selected another Competitive Local Exchange
Carrier directly to SWBT's service. These end users shall receive the
same services provided through CLEC at the time of transfer. SWBT
shall inform the Commission and the end user's IXC(s) of Record of
the names of all end users transferred through this process.
Applicable service establishment charges for switching end users from
CLEC to SWBT shall be assessed to CLEC.
G. Within five (5) days of the transfer (50 days past CLEC's due date),
SWBT shall notify all affected end users that because of an CLEC's
failure to pay, their service is now being provided by SWBT. SWBT
shall
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also notify the end user that they have thirty (30) days to select a
Competitive Local Exchange Carrier.
H. SWBT may discontinue service to CLEC upon failure to pay undisputed
charges as provided in this section, and shall have no liability to
CLEC or CLEC end users in the event of such disconnection.
I. If any end user fails to select a Competitive Local Exchange Carrier
within thirty (30) days of the change of providers (80 days past
CLEC's due date), SWBT shall terminate the end user's service. SWBT
shall notify the Commission and the end user's IXC of Record of the
names of all end users whose service has been terminated. The end
user shall be responsible for any and all charges incurred during the
selection period.
J. Nothing herein shall be interpreted to obligate SWBT to continue to
provide service to any such end users. Nothing herein shall be
interpreted to limit any and all disconnection rights SWBT may have
with regard to such end users.
K. After the letter required by Article XII, Section D has been sent to
CLEC, SWBT shall not accept service orders from CLEC until all unpaid
and undisputed charges have been paid. SWBT shall have the right to
require payment of a deposit calculated in accordance with the
provisions of Article VII, Section A, Paragraph 6 of this Agreement
prior to resuming acceptance of service orders from CLEC.
XIII. 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: fire, explosion, power
failure, cable cuts, 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 Party affected shall, upon
giving prompt notice to the other Party, be excused from such
performance on a day-to-day basis for the extent of such interference
(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
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obligations relate to the performance so interfered with). The affected
party shall use its best efforts to avoid or remove the cause of
nonperformance and both parties shall proceed to perform with dispatch once
the causes are removed or cease.
XIV. LIMITATION OF LIABILITY
A. With respect to any claim or suit arising out of SWBT's performance
under this Agreement, by a CLEC or any others, for damages arising
out of mistakes, omissions, interruptions, delays or efforts, or
defects in transmission occurring in the course of furnishing service
hereunder, SWBT's liability, if any, shall not exceed an amount
equivalent to the proportionate charge to the CLEC for the period of
service during which such mistake, omission, interruption, delay,
error, or defect in transmission or service occurs and continues. In
no event shall SWBT be responsible for any special, indirect,
consequential or exemplary damages. Any mistakes, omissions,
interruptions, delays, errors, or defects in transmission or service
which are caused or contributed to by the negligence or willful act
of the CLEC or which arise from the use of CLEC-provided facilities
or equipment shall not result in the imposition of any liability
whatsoever upon SWBT.
B. SWBT shall have no liability to the end users of the CLEC for claims
arising from the provision of the CLEC's service to its end users
including, but not limited to, claims for interruption of service,
quality of service or billing disputes, unless such loss is caused by
SWBT's own negligence or intentional misconduct in which case
liability shall be limited as provided in paragraph A, above. In the
case of any loss alleged or made by an end user of CLEC, CLEC shall
defend and indemnify SWBT against any and all such claims or loss by
its end users, unless the loss was caused by SWBT's sole negligence
or intentional misconduct.
C. CLEC hereby releases SWBT and agrees that it shall indemnify SWBT
with regard to any and all liability for damages due to errors or
omissions in CLEC's subscriber listing information (including
erroneous inclusion of nonpublished or nonlisted subscriber listing
information) as such information is submitted by CLEC and for
inclusion in the White Pages directory including, but not limited to,
special, indirect, consequential, punitive or incidental damages.
D. CLEC agrees to indemnify, defend and hold harmless SWBT from any Loss
arising out of SWBT's provision of 911 services or out of CLEC's end
users' use of the 911 service, whether suffered, made, instituted, or
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asserted by CLEC or its end users, including for any personal injury
or death of any person or persons, except for Loss which is the direct
result of SWBT's own negligence or willful misconduct.
E. CLEC shall indemnify and hold SWBT harmless from all claims and
damages arising from the discontinuance of service for nonpayment to
SWBT by the CLEC. Notice of discontinuance shall be as specified in
the Substantive Rules of the State Commission.
F. When the lines or services of other companies and carriers are used
in providing service or establishing connections to and/or from
points not reached by SWBT's lines, SWBT is not liable for any act or
omission of the other companies or carriers.
G. CLEC shall be responsible for any and all damage to SWBT equipment or
facilities caused by CLEC's own actions.
XV. NONDISCLOSURE
The Parties to this Agreement anticipate and recognize that they will
exchange or come into possession of data about each other's end users and
each other's business as a result of this Agreement which will be
designated as confidential by that Party. Each Party agrees (1) to treat
all such data as strictly confidential and (2) to use such data only for
purposes of performance under this Agreement. Each Party agrees not to
disclose data on the other Party's end users or business which has been
designated as confidential to any person without first securing the written
consent of the other Party. The foregoing shall not apply to information
which is in the public domain.
If a court or governmental agency orders or a third party requests a Party
to disclose or to provide any data or information covered by this Section,
that Party will immediately inform the other Party of the order or request
both by telephone and overnighted mail before disclosing the data or
information. Notification and consent requirements described above are not
applicable in cases where a court order requires the production of toll
billing records of an individual residence or business end user customer.
This section will not preclude the disclosure by the Parties of information
or material described in this Section to consultants, agents, or attorneys
representing the respective Parties or the Office of the Public Counsel for
the state of Missouri, and state regulatory commissions or staffs, or FCC
Staff, provided that these third parties are bound by the same or
comparable confidentiality requirements as the Parties to this Agreement.
The provisions of this Section will remain in effect
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notwithstanding the termination of this Agreement, unless agreed to in
writing by both Parties.
Pursuant to Section 222 of the Act, both Parties agree to limit their use
of proprietary information received from the other to the permitted
purposes identified in the Act.
XVI. PUBLICITY
The Parties agree not to use in any advertising or sales promotion, press
releases or other publicity matters any endorsements, direct or indirect
quotes, or pictures implying endorsement by the other Party or any of its
employees without such Party's prior written approval. The Parties will
submit to each other for written approval, prior to publication, all
publicity matters that mention or display one another's name and/or marks
or contain language from which a connection to said name and/or marks may
be inferred or implied.
XVII. ASSIGNMENT
Neither Party may assign, subcontract, or otherwise transfer its rights
or obligations under this Agreement except under such terms and
conditions as are mutually acceptable to the other Party (e.g., a
conversion charge will apply per billable telephone number) and with such
Party's prior written consent, which consent shall not be unreasonably
withheld. Assignment without consent shall be grounds for immediate
termination of this Agreement.
XVIII. DISPUTE RESOLUTION
A. Finality of Disputes
1. Except as otherwise specifically provided for in this
Agreement, no claims will be brought for disputes arising
from this Agreement more than 24 months from the date the
occurrence which gives rise to the dispute is discovered or
reasonably should have been discovered with the exercise of
due care and attention.
B. ALTERNATIVE TO LITIGATION
2. The Parties desire to resolve disputes arising out of this
Agreement without litigation. Accordingly, the Parties
agree to use the following Dispute Resolution procedure
with respect to any controversy or claim arising out of or
relating to this Agreement or its breach.
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C. Commencing Dispute Resolution
1. Dispute Resolution shall commence upon the sending from
one Party to the other of written notice of a controversy
or claim arising out of or relating to this Agreement or
its breach. No Party may pursue any claim unless such
written notice has first been given to the other Party.
D. Informal Resolution of Disputes
1. When such written notice has been given, as required by
Section C, Commencing Dispute Resolution, each Party will
appoint a knowledgeable, responsible representative to meet
and negotiate in good faith to resolve any dispute arising
under this Agreement. The location, form, frequency,
duration, and conclusion of these discussions will be left
to the discretion of the representatives. Upon agreement,
the representatives may utilize other alternative dispute
resolution procedures such as mediation to assist in the
negotiations. Discussions and the correspondence among the
representatives for purposes of settlement are exempt from
discovery and production and will not be admissible in the
arbitration described below or in any lawsuit without the
concurrence of both parties. Documents identified in or
provided with such communications, which are not prepared
for purposes of the negotiations, are not so exempted and,
if otherwise admissible, may be admitted in evidence in the
arbitration or lawsuit.
E. Formal Dispute Resolution
1. If the Parties are unable to resolve the dispute through
the informal procedure described above in Section D,
Informal Resolution of Disputes, then either Party may
invoke the following formal Dispute Resolution procedures.
Unless agreed upon by the Parties, Formal Dispute
resolution procedures described below, including
arbitration or other procedures as appropriate, may be
invoked not earlier than sixty (60) days after the date of
the letter initiating dispute resolution under Section C.
Commencing Dispute Resolution.
2. Claims Subject to Mandatory Arbitration. The following
claims, if not settled through informal dispute resolution,
will be subject to mandatory arbitration pursuant to
Section F, Arbitration below:
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a. All unresolved billing disputes involving one (1) percent
or less of the amounts charged to CLEC by SWBT under this
Agreement during the Contract Year in which the dispute
arises. During the first Contract Year the Parties will
annualize the initial months up to one year.
b. All other claims involving one (1) percent or less of the
amounts charged to CLEC by SWBT under this Agreement during
the Contract Year in which the matter in dispute arises,
whether measured by the disputing Party in terms of actual
amounts owed or owing, or as amounts representing its
business or other risks or obligations relating to the
matter in dispute. During the first Contract Year the
Parties will annualize the initial months up to one year.
3. Claims Subject to Elective Arbitration. The following claims will
be subject to arbitration pursuant to Section F, Arbitration if,
and only if, the claim is not settled through informal dispute
resolution and both parties agree to arbitration. If both parties
do not agree to arbitration, then either party may proceed with
any remedy available to it pursuant to law, equity or agency
mechanism.
a. All unresolved billing disputes involving more than one (1)
percent of the amounts charged to CLEC by SWBT under this
Agreement during the Contract Year in which the matter in
dispute arises, whether measured by the disputing Party in
terms of actual amounts owed or owing, or as amounts
representing its business or other risks or obligation
relating to the matter in dispute. During the first
Contract Year the Parties will annualize the initial months
up to one year.
b. All other claims involving more than one (1) percent of the
amounts charged to CLEC by SWBT under this Agreement during
the Contract Year in which the matter in dispute arises,
whether measured by the disputing Party in terms of actual
amounts owed or owing, or as amounts representing its
business or other risks or obligations relating to the
matter in dispute. During the first Contract Year the
Parties will annualize the initial months up to one year.
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4. Claims Not Subject to Arbitration If the following claims are not
resolved through informal dispute resolution, they will not be
subject to arbitration and must be resolved through any remedy
available to a Party pursuant to law, equity or agency mechanism.
a. Actions seeking a temporary restraining order or an
injunction related to the purposes of this Agreement.
b. Actions to compel compliance with the Dispute Resolution
process.
c. All claims arising under federal or state statute(s),
including, but not limited to, antitrust claims.
F. ARBITRATION
1. Disputes subject to mandatory or elective arbitration
under the provisions of this Agreement will be submitted to
a single arbitrator pursuant to the Commercial Arbitration
Rules of the American Arbitration Association or pursuant
to such other provider of arbitration services or rules as
the Parties may agree. Each arbitration will be held in
Dallas, Texas, unless the parties agree otherwise. The
arbitration hearing will be requested to commence within
sixty (60) days of the demand for arbitration. The
arbitrator will control the scheduling so as to process the
matter expeditiously. The Parties may submit written briefs
upon a schedule determined by the arbitrator. The Parties
will request that the arbitrator rule on the dispute by
issuing a written opinion within thirty (30) days after the
close of hearings. The Federal Arbitration Act, 9 U.S.C.
Secs. 1-16, not state law, shall govern the arbitrability
of all disputes. The arbitrator will have no authority to
award punitive damages, exemplary damages, consequential
damages, multiple damages, or any other damages not
measured by the prevailing party's actual damages, and may
not, in any event, make any ruling, finding or award that
does not conform to the terms and conditions of the
Agreement. The arbitrator shall be knowledgeable of
telecommunications issues. The times specified in this
Section may be extended or shortened upon mutual agreement
of the Parties or by the arbitrator upon a showing of good
cause. Each Party will bear its own costs of these
procedures, including attorneys' fees. The Parties will
equally split the fees of the arbitration and the
arbitrator. The arbitrator's award shall be
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final and binding and may be entered in any court having
jurisdiction thereof. Judgment upon the award rendered by
the arbitrator may be entered in any court having
jurisdiction.
G. BILLING DISPUTES
1. The following provisions apply specifically to billing
disputes.
a. The Parties agree that all bills, including bills
disputed in whole or in part, are to be paid when
due, that interest applies to all overdue invoices
as set forth in the applicable provisions of this
Agreement, and that no other late payment fee or
charge applies to overdue invoices. The Parties
further agree that if any billing dispute is
resolved in favor of the disputing Party the
disputing Party will receive, by crediting or
otherwise, interest applied to the disputed amount
as set forth in the applicable provisions of this
Agreement.
b. To the extent that any other portions of this
Agreement provide for a xxxx closure process between
the parties, or if such a process is mutually agreed
to by the Parties, the procedures involved in such
processes will not be deemed to plan a particular
billing item in dispute for purposes of Section
XVIII, Dispute Resolution.
c. Each Party agrees to notify the other Party of a
billing dispute and may invoke the informal dispute
resolution process described in Section D, Informal
Resolution of Disputes. The parties will endeavor to
resolve the dispute within sixty (60) calendar days
of the Xxxx Date on which such disputed charges
appear, or, if the charges have been subject to the
xxxx closure process described in Section E, Formal
Resolution, above, within sixty (60) calendar days
of the closure of the billing period covered by such
xxxx closure process.
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H. NO CONFLICT
1. The Dispute Resolution procedures set forth in this
Agreement are not intended to conflict with applicable
requirements of the Act or the state commission with regard
to procedures for the resolution of disputes arising out of
this Agreement.
XIX. VERIFICATION REVIEWS
Each Party to this Agreement will be responsible for the accuracy and
quality of its data as submitted to the respective Parties involved. Upon
reasonable written notice, each Party or its authorized representative
(providing such authorized representative does not have a conflict of
interest related to other matters before one of the Parties) shall have
the right to conduct a review and verification of the other Party to give
assurances of compliance with the provisions of this Agreement. This
includes on-site verification reviews as the other Party's or the Party's
vendor locations.
After the initial year of this Agreement verification reviews will
normally be conducted on an annual basis with provision for staged
reviews, as mutually agreed, so that all subject matters are not
required to be reviewed at the same time. Follow up reviews will be
permitted between annual reviews where significant deviations are found.
During the initial year of the Agreement more frequent reviews may occur.
The review will consist of an examination and verification of data
involving records, systems, procedures and other information related to
the services performed by either Party as related to settlement charges
or payments made in connection with this Agreement as determined by
either Party to be reasonably required. Each Party, whether or not in
connection with an on-site verification review, shall maintain
reasonable records for a period of time no less than twenty-four (24)
months from the date such records are created and provide the other
Party with reasonable access to such information as is necessary to
determine amounts receivable or payable under this Agreement.
Each Party's right to access information for verification review
purposes is limited to data not in excess of 24 months in age. Once
specific data has been reviewed and verified, it is unavailable for
future reviews. Any items not reconciled at the end of a review will,
however, be subject to a follow-up review effort. Any retroactive
adjustments required subsequent to previously reviewed and verified data
will also be subject to follow-up review. Information of either Party
involved with a verification review shall be subject to the
nondisclosure terms of this Agreement.
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The Party requesting a verification review shall fully bear its costs
associated with conducting the review. The Party being reviewed will
provide access to required information, as outlined in this Section, at
no charge to the reviewing Party. Should the reviewing Party request
information or assistance beyond that reasonably required to conduct
such a review, the Party being reviewed may, as its option, decline to
comply with such request or may xxxx actual costs incurred in complying
subsequent to the concurrence of reviewing Party.
XX. COMPLIANCE WITH LAWS
The Parties believe in good faith that the Services to be provided under
this Agreement satisfy the requirements of the Act. In the event a court
or regulatory agency of competent jurisdiction should determine that
modifications of this Agreement are required to bring the Services being
provided hereunder into compliance with the Act, the affected Party
shall promptly give the other Party written notice of the modifications
deemed required. Upon delivery of such notice, the Parties shall expend
diligent efforts to arrive at an agreement respecting such modifications
required, and if the Parties are unable to arrive at such agreement,
either Party may terminate this Agreement, without penalty, effective
the day the affected Party is ordered to implement the modifications
deemed required, or effective on the day either Party concludes and
gives notice that the Parties will not be able to arrive at any
agreement respecting such modifications, whichever date shall occur
earlier.
This Agreement is an integrated package that reflects a balancing of
interests critical to the Parties. It will be submitted to the
applicable state regulatory Commission and the FCC as a compliance
filing, and the Parties will specifically request that the applicable
state regulatory Commission and the FCC refrain from taking any action
to change, suspend or otherwise delay implementation of the Agreement.
In the event the Commission or the FCC rejects any portion or provision
of this Agreement or subsequently issues a ruling or order that results
in a provision being contrary to law, or is invalid for any reason, the
parties shall continue to be bound by the terms of this Agreement,
insofar as possible, except for the portion rejected or subsequently
determined to be unlawful, invalid, or unenforceable. In such event, the
Parties shall negotiate in good faith to replace the rejected, unlawful,
invalid, or unenforceable provision and shall not discontinue service to
the other Party during such period if to do so would disrupt existing
service being provided to an end user. So long as the Agreement remains
in effect, the Parties shall not advocate before any legislative,
regulatory, or other public forum that any terms of this specific
Agreement be modified or eliminated. Notwithstanding this mutual
commitment, however, the Parties enter into this Agreement without
prejudice to any positions they have taken previously, or may
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100198
take in the future in any legislative, regulatory, or other public forum
addressing any matters, including matters related to the types of
arrangements prescribed by this Agreement.
XXI. CERTIFICATION REQUIREMENTS
CLEC warrants that it has obtained all certifications required in those
jurisdictions in which CLEC has ordered services pursuant to this
Agreement. Subject to restrictions in Article II.A. (Permitted Use of
Resold Service by CLEC and Its End Users), CLEC covenants that any
originating service provider utilizing the resold services under this
Agreement has obtained all required certification. Upon request by any
governmental entity, the CLEC is required to provide proof of
certification.
XXII. EFFECT OF OTHER AGREEMENTS
The Parties agree that pursuant to the requirements of the
Telecommunications Act of 1996, a Party shall treat the other Party no
less favorably than it treats similarly situated Competitive Local
Exchange Carriers with whom such Party has an operational
interconnection or resale agreement which has been approved by the State
PUC or PSC. If either Party enters into an agreement (the "Other
Agreement") approved by the Commission pursuant to Section 252 of the
Act which provides for the provision of arrangements covered in this
Agreement to another requesting Telecommunications Carrier, such Party
shall make available to the other Party such arrangements upon the same
rates, terms and conditions as those provided in the Other Agreement.
New prices, terms and conditions become effective thirty (30) days
following local commission notification and/or commission contract
approval, as appropriate and according to commission requirements.
XXIII. NOTIFICATION
SWBT shall make telecommunications services that SWBT provides at retail
to subscribers who are not telecommunications carriers available for
resale consistent with its obligation under Section 251(c)(4)(A) of the
Telecommunications Act. The notification shall advise CLEC of the
category in which such new service shall be placed and the same discount
already applicable to CLEC in that category shall apply to the new
service. SWBT currently uses the Accessible Letter process to notify
CLEC of such changes to the services available for resale. Any change to
the process of notification to the CLEC will provide no less notice than
the current Accessible Letter process.
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XIV. NOTICES
In the event any notices are required to be sent under the terms of this
Agreement, they shall be sent by registered mail, return receipt
requested to:
To CLEC: To SWBT:
United States Telecommunications, Inc. Jo Xxx Xxxx
Xxxxxx Xxxxx Account Manager
Vice President Four Xxxx Xxxxx, 0xx Xxxxx
00000 X. Xxxx Xxxxx, Suite 212 000 X. Xxxxx Xx.
Xxxxx, XX 00000 Xxxxxx, XX 00000-0000
XXV. BENEFICIARIES
This Agreement shall not provide any nonparty with any remedy, claim,
cause of action or other right.
XXVI. TERM
SWBT and CLEC agree that the initial term of this Agreement shall be for
90 days, and thereafter the Agreement shall continue in force and effect
unless and until terminated as provided herein. Either Party may
terminate this Agreement by providing written notice of termination to
the other Party, at least 60 days in advance of the date of termination.
At the conclusion of the first term, this Agreement shall continue
without interruption unless terminated by either Party or superseded by
a new Agreement between the Parties. By mutual agreement, SWBT and CLEC
may amend this Agreement to modify the term of this Agreement. Where
CLEC has not made arrangements to provide service over its own
facilities to its end users, the notification and transfer of end user
procedures outlined in Article XII.D.-F (Termination of service to CLEC)
shall apply.
XXVII. EFFECTIVE DATE
The effective date of this Agreement shall be ten (10) days after the
date that the appropriate state regulatory Commission approves this
Agreement.
XXVIII. WAIVER
The failure of either Party to enforce or insist that the other party
comply with any of the terms or conditions of this Agreement, or the
waiver by either Party in a particular instance of any of the terms and
conditions of this Agreement, shall not
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100198
be construed as a general waiver or relinquishment of the terms and
conditions, but the Agreement shall be and remain at all times in full
force and effect.
XXIX. DISCLAIMER OF WARRANTIES
SWBT MAKES NO REPRESENTATION OR WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING BUT NOT LIMITED TO ANY WARRANTY AS TO MERCHANTABILITY OR
FITNESS FOR INTENDED OR PARTICULAR PURPOSE WITH RESPECT TO SERVICES
PROVIDED HEREUNDER. ADDITIONALLY, SWBT ASSUMES NO RESPONSIBILITY WITH
REGARD TO THE CORRECTNESS OF DATA OR INFORMATION SUPPLIED BY CLEC WHEN
THIS DATA OR INFORMATION IS ACCESSED AND USED BY A THIRD PARTY.
XXX. RELATIONSHIP OF THE PARTIES
This Agreement shall not establish, be interpreted as establishing, or
be used by either Party to establish or to represent their relationship
as any form of agency, partnership or joint venture. Neither Party
shall have any authority to bind the other or to act as an agent for
the other unless written authority, separate from this Agreement, is
provided. Nothing in the Agreement shall be construed as providing for
the sharing of profits or losses arising out of the efforts of either
or both of the Parties. Nothing herein shall be construed as making
either Party responsible or liable for the obligations and undertakings
of the other Party.
XXXI. REFORMATION
This agreement is entered into as a result of both private negotiation
between the parties and the incorporation of some of the results of
SWBT/AT&T arbitration by the Missouri Public Service Commission to the
extent such results have been incorporated into an arbitrated and
approved SWBT/AT&T Agreement. If the actions of Missouri or federal
legislative bodies, courts, or regulatory agencies of competent
jurisdiction invalidate, modify, or stay the enforcement of laws or
regulations that were the basis for a provision of the contract or
provisions of the SWBT./AT&T Agreement into which such arbitration
results were incorporated, the affected provision in this Agreement
shall be invalidated, modified or stayed, consistent with the action of
the legislative body, court or regulatory agency. Except in the case of
an invalidation, where the affected provisions shall immediately be
deemed stricken, or in the case of a stay where the stayed provisions
shall be deemed stricken during the period of the stay, the Parties
shall expend diligent efforts to arrive at an agreement respecting
necessary modifications to the Agreement. If negotiations on necessary
modifications fail, disputes between the Parties concerning the
interpretation of the actions required
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100198
or provisions affected by such governmental actions shall be resolved
pursuant to the dispute resolution process provided for in this
Agreement.
XXXII. COMPLETE TERMS
This Agreement, together with its Attachments constitutes the entire
agreement between the Parties and supersedes all prior discussions,
representations or oral understandings reached between the Parties.
The corresponding tariffs and this Agreement (including the
Attachments) contain all of the applicable rates and charges to be paid
by the CLEC to SWBT in connection with SWBT's provision of
telecommunications service to CLEC for Resale to its end user
customers.
Neither Party shall be bound by any amendment, modification or
additional terms unless it is reduced to writing signed by an
authorized representative of the Party sought to be bound.
By their signatures in the space provided below, CLEC and SWBT indicate
their acceptance of this Agreement. This agreement shall not bind CLEC
and SWBT until executed by both Parties. This Agreement will be
governed by and interpreted in accordance with the laws of the State of
Missouri.
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THIS AGREEMENT CONTAINS A BINDING ARBITRATION AGREEMENT.
UNITED STATES SOUTHWESTERN XXXX TELEPHONE
TELECOMMUNICATIONS, INC. COMPANY
AECN/OCN: 8631
--------------
/s/ XXXXXX XXXXX /s/ XXXXX X. XXXXXX
------------------------------- --------------------------------
Signature Signature
Xxxxxx Xxxxx Xxxxx X. Xxxxxx
------------------------------- --------------------------------
Printed Name Printed Name
Vice Presidnet President -- Industry Markets
------------------------------- --------------------------------
Position/Title Position/Title
10/14/98 10/22/98
------------------------------- --------------------------------
Date Date
42
RESALE AGREEMENT (MISSOURI) - EXHIBIT A
PAGE 1 OF 5
SWBT/UNITED STATES TELECOMMUNICATIONS, INC.
M0318
SOUTHWESTERN XXXX'X RESALE TELECOMMUNICATIONS SERVICES* LIST - BUSINESS
MISSOURI
RESALE DISCOUNTS
RECURRING NON-RECURRING
--------- -------------
LOCAL EXCHANGE SERVICE
Business 1 Party 19.2% 19.2%
Business - Multi-Line Hunting 19.2% 19.2%
Business Measured 19.2% 19.2%
Business Measured (HTG Class of Service) 19.2% 19.2%
EXPANDED LOCAL CALLING
Mandatory EAS 19.2% 19.2%
Optional Metropolitan Calling Area 19.2% 19.2%
VERTICAL SERVICES
Auto Redial 19.2% 19.2%
Call Blocker 19.2% 19.2%
Call Forwarding 19.2% 19.2%
Call Forwarding - Busy Line 19.2% 19.2%
Call Forwarding - Busy Line/Don't Answer 19.2% 19.2%
Call Forwarding - Don't Answer 19.2% 19.2%
Call Return 19.2% 19.2%
Call Trace 19.2% 19.2%
Call Waiting 19.2% 19.2%
Calling Name 19.2% 19.2%
Calling Number 19.2% 19.2%
CornCall(R) 19.2% 19.2%
Personalized Ring (1 dependent number) 19.2% 19.2%
Personalized Ring (2 dependent numbers - 1st number) 19.2% 19.2%
Personalized Ring (2 dependent numbers - 2nd number) 19.2% 19.2%
Priority Call 19.2% 19.2%
Remote Access to Call Forwarding 19.2% 19.2%
Selective Call Forwarding 19.2% 19.2%
Simultaneous Call Forwarding 19.2% 19.2%
Speed Calling 8 19.2% 19.2%
Speed Calling 30 19.2% 19.2%
Three Way Calling 19.2% 19.2%
43
RESALE AGREEMENT (MISSOURI) - EXHIBIT A
PAGE 2 OF 5
SWBT/UNITED STATES TELECOMMUNICATIONS, INC.
M0318
RESALE DISCOUNTS
RECURRING NON-RECURRING
--------- -------------
DID
DID (First Block of 100 - Category 1) 19.2% 19.2%
DID (First Block of 10 - Category 1) 19.2% 19.2%
DID (Ea. adl. block of 10 after first 10 - Category 1) 19.2% 19.2%
DID (Ea. adl. block of 100 after first 100 - Category 2) 19.2% 19.2%
DID (Ea. adl. block of 10 assigned over 1st 100 - Category 2) 19.2% 19.2%
DID (with Multifrequency) 19.2% 19.2%
DID (with Dual-Tone Multifrequency) 19.2% 19.2%
DID (1st 10 Trunks or access lines) 19.2% 19.2%
DID (11th thru 50th trunk or network access line) 19.2% 19.2%
DID (51st trunk or network access line) 19.2% 19.2%
TRUNKS
Analog Trunks 19.2% 19.2%
Digital Trunks 19.2% 19.2%
AIN
Area Wide Networking 19.2% 19.2%
Disaster Routing Service 19.2% 19.2%
Intelligent Redirect(SM) 19.2% 19.2%
Intellinumber 19.2% 19.2%
Positive ID 19.2% 19.2%
OTHER
Bundled Telecommunications Services (e.g., the Works) 19.2% 19.2%
Customer Alerting Enablement 19.2% 19.2%
Grandfathered Services 19.2% 19.2%
Hot Line 19.2% 19.2%
Hunting 19.2% 19.2%
Local Operator Assistance Service 19.2% 19.2%
Night Number associated with Telephone Number 19.2% 19.2%
Night Number associated with a Terminal 19.2% 19.2%
Promotions (Greater than 90 days) 19.2% 19.2%
Telebranch(R) 19.2% 19.2%
TouchTone 19.2% 19.2%
Voice Dial 19.2% 19.2%
Warm Line 19.2% 19.2%
44
RESALE AGREEMENT (MISSOURI) - EXHIBIT A
PAGE 3 OF 5
SWBT/UNITED STATES TELECOMMUNICATIONS, INC.
M0318
RESALE DISCOUNTS
RECURRING NON-RECURRING
--------- -------------
ISDN
Digiline 19.2 % 19.2 %
Select Video Plus(R) 19.2 % 19.2 %
Smart Trunk(SM) 19.2 % 19.2 %
DIRECTORY ASSISTANCE SERVICES 13.91% 13.91%
OPERATOR SERVICES 13.91% 13.91%
TOLL
IntraLATA MTS 19.2 % 19.2 %
MaxiMizer 800(R) 19.2 % 19.2 %
OutWATS 19.2 % 19.2 %
800 Service 19.2 % 19.2 %
OPTIONAL TOLL CALLING PLANS
1+ SAVER(SM) 19.2 % 19.2 %
1+SAVER Direct 19.2 % 19.2 %
Community Optional Saver 19.2 % 19.2 %
Outstate Calling Area Service 19.2 % 19.2 %
PLEXAR(R)
Plexar I(R) 19.2 % 19.2 %
Plexar II(R) 19.2 % 19.2 %
Plexar Custom(R) 19.2 % 19.2 %
PRIVATE LINE
Analog Private Lines 19.2 % 19.2 %
Business Video Service 19.2 % 19.2 %
Digital Loop Service 19.2 % 19.2 %
DOVLink 19.2 % 19.2 %
Foreign Exchange Service 19.2 % 19.2 %
Foreign Serving Office 19.2 % 19.2 %
Frame Relay 19.2 % 19.2 %
Group Alerting Services 19.2 % 19.2 %
MegaLink II(R) 19.2 % 19.2 %
MegaLink III(R) 19.2 % 19.2 %
MicroLink I(R) 19.2 % 19.2 %
MicroLink II(R) 19.2 % 19.2 %
MultiPoint Video 19.2 % 19.2 %
Service Loop Facility Modification Service 19.2 % 19.2 %
45
RESALE AGREEMENT (MISSOURI) - EXHIBIT A
PAGE 4 OF 5
SWBT/UNITED STATES TELECOMMUNICATIONS, INC.
M0318
RESALE DISCOUNTS
RECURRING NON-RECURRING
--------- -------------
LOCAL EXCHANGE SERVICE
Life Line and Link Up America Services 19.2% 19.2%
Residence 1 Party 19.2% 19.2%
Residence Measured 19.2% 19.2%
EXPANDED LOCAL CALLING
Mandatory EAS 19.2% 19.2%
Optional Metropolitan Calling Area 19.2% 19.2%
VERTICAL SERVICES
Auto Redial 19.2% 19.2%
Call Blocker 19.2% 19.2%
Call Forwarding 19.2% 19.2%
Call Forwarding - Busy Line 19.2% 19.2%
Call Forwarding - Busy Line/Don't Answer 19.2% 19.2%
Call Forwarding - Don't Answer 19.2% 19.2%
Call Return 19.2% 19.2%
Call Trace 19.2% 19.2%
Call Waiting 19.2% 19.2%
Calling Name 19.2% 19.2%
Calling Number 19.2% 19.2%
ComCall(R) 19.2% 19.2%
Personalized Ring (1 dependent number) 19.2% 19.2%
Personalized Ring (2 dependent numbers - 1st number) 19.2% 19.2%
Personalized Ring (2 dependent numbers - 2nd number) 19.2% 19.2%
Priority Call 19.2% 19.2%
Remote Access to Call Forwarding 19.2% 19.2%
Selective Call Forwarding 19.2% 19.2%
Simultaneous Call Forwarding 19.2% 19.2%
Speed Calling 8 19.2% 19.2%
Three Way Calling 19.2% 19.2%
DIRECTORY ASSISTANCE SERVICES 19.2% 19.2%
46
RESALE AGREEMENT (MISSOURI) - EXHIBIT A
PAGE 5 OF 5
SWBT/UNITED STATES TELECOMMUNICATIONS, INC.
M0318
RESALE DISCOUNTS
RECURRING NON-RECURRING
--------- -------------
ISDN
Digiline 19.2% 19.2%
OTHER
Bundled Telecommunications Services (e.g., the Works) 19.2% 19.2%
Customer Alerting Enablement Area 19.2% 19.2%
Grandfathered Services 19.2% 19.2%
Hot Line 19.2% 19.2%
Local Operator Assistance Service 19.2% 19.2%
Promotions (Greater than 90 days) 19.2% 19.2%
Preferred Number Service 19.2% 19.2%
TouchTone 19.2% 19.2%
Voice Dial 19.2% 19.2%
Warm Line 19.2% 19.2%
TOLL
Home 800(SM) 19.2% 19.2%
IntraLATA MTS 19.2% 19.2%
OPTIONAL TOLL CALLING PLANS
1+ SAVER(SM) 19.2% 19.2%
1+ SAVER Direct 19.2% 19.2%
Community Optional Saver 19.2% 19.2%
Outstate Calling Area Service 19.2% 19.2%
47
RESALE AGREEMENT (MISSOURI) - EXHIBIT B
PAGE 1 OF 1
SWBT/UNITED STATES TELECOMMUNICATIONS, INC.
M0304
SOUTHWESTERN XXXX'X RESALE OTHER SERVICES* LIST
MISSOURI
RESALE DISCOUNTS
RECURRING NON-RECURRING
--------- -------------
900 Call Restriction 19.2% 19.2%
Access Services 0% 0%
Additional Directory Listing 19.2% 19.2%
Xxxx Plus 5% 5%
Company Initiated Suspension Service 0% 0%
Connections with Terminal Equipment and Communications Equipment 0% 0%
Consolidated Billing 5% 5%
Construction Charges 0% 0%
Customer Initiated Suspension Service 0% 0%
Exchange Interconnection Service 0% 0%
Maintenance of Service Charges 0% 0%
Prepaid Calling Cards 19.2% 19.2%
Telecommunications Service Priority Systems 0% 0%
Toll Billing Exception (Billed Number Screen) 19.2% 19.2%
Toll Restriction 19.2% 19.2%
Wireless Carrier Interconnection Services 0% 0%
48
RESALE AGREEMENT (MISSOURI) - EXHIBIT C
PAGE 1 OF 1
SWBT/UNITED STATES TELECOMMUNICATIONS, INC.
J0116
APPENDIX RESALE
MISSOURI
OS DA PRICING - BRANDING, RATE & REFERENCE
The following rates will apply for each service element:
A. CALL BRANDING
An initial non-recurring charge applies per TOPS switch, per brand for
the establishment of CLEC specific Call Branding. A Per Call charge also
applies. When there are subsequent changes to the branding announcement,
an additional non-recurring charge will also apply per TOPS, per brand,
for each change.
Rate per initial load group $1,072.00
Rate per load for Brand change $1,072.00
Per Call $0.0425
----------------------------------------------------------------------------------------
B. DIRECTOR ASSISTANCE RATE/REFERENCE INFORMATION
An initial non-recurring charge applies per TOPS switch, per rate
schedule for the initial load of CLEC's DA Services Rate/Reference
Information. An additional non-recurring charge applies per TOPS switch,
per rate schedule for each subsequent change to Rate/Reference
Information.
*Rate per initial load group $1,538.54
Rate per subsequent rate change $623.37
Rate per subsequent reference change $623.37
----------------------------------------------------------------------------------------
C. OPERATOR SERVICES RATE/REFERENCE INFORMATION
An initial non-recurring charge applies per TOPS switch, per rate
schedule for the initial load of CLEC's Operator Services Rate/Reference
Information. An additional non-recurring charge applies per TOPS switch,
per rate schedule for each subsequent change to Rate/Reference
Information.
*Rate per initial load group $1,538.54
Rate per subsequent rate change $623.37
Rate per subsequent reference change $623.37
----------------------------------------------------------------------------------------
* Initial Load charges for Rate Reference B and C when ordered together, will
incur a single Initial Load Charge. In cases where Rate Reference information
B or C is ordered separately, individual initial Load charges will apply to
each order.
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APPENDIX OSS-RESALE
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APPENDIX OSS
ACCESS TO OPERATIONS SUPPORT SYSTEMS FUNCTIONS
1. GENERAL CONDITIONS
1.1 This Appendix sets forth the terms and conditions under which
SWBT provides nondiscriminatory access to SWBT's operations support systems
(OSS) "functions" to CLEC for pre-ordering, ordering, provisioning,
maintenance/repair, and billing.
1.2 Resale functions will be accessible via electronic interface,
as described herein, where such functions are available. Manual access is
available for all pre-ordering, ordering, provisioning, and billing functions
via the Local Service Center (LSC). Repair and maintenance functions are
available in a manual mode through the Local Operations Center (LOC).
1.3 CLEC agrees to utilize SWBT electronic interfaces, as
described herein, only for the purposes of establishing and maintaining Resale
services through SWBT. In addition, CLEC agrees that such use will comply with
the summary of SWBT's Operating Practice No. 113, Protection of Electronic
Information, titled Competitive Local Exchange Carrier Security Policies and
Guidelines. Failure to comply with such security guidelines may result in
forfeiture of electronic access to OSS functionality.
1.4 CLEC's access to pre-order functions described in 2.2.2 and
2.3.2 will only be utilized to view Customer Proprietary Network Information
(CPNI) of another carrier's end-user where CLEC has obtained an authorization
for release of CPNI from the end-user and has obtained an authorization to
become the end user's local service provider. The authorization for release of
CPNI must substantially reflect the following:
1.4.1 "This written consent serves as instruction to all
holders of my local exchange telecommunications Customer Proprietary Network
Information (CPNI) and account identification information to provide such
information to the undersigned. Specifically, I authorize disclosure of my
account billing name, billing address, and directory listing information, and
CPNI, including, service address, service and feature subscription, long
distance carrier identity, and pending service order activity. This
Authorization remains in effect until such time that I revoke it directly or
appoint another individual/company with such capacity or undersigned receives
notice to disconnect my local exchange service or notice that a service
disconnect has been performed. At and from such time, this Authorization is
null and void."
Or
1.4.2 Authorization for change in local exchange service
and release of CPNI with documentation that adheres to all requirements of
state and federal law, as applicable.
1.5 By utilizing electronic interfaces to access OSS functions,
CLEC agrees to perform accurate and correct ordering as it relates to the
application of Resale rates and charges
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where they are subject to the terms of this Agreement and applicable SWBT
tariffs. All exception handling must be requested manually from the LSC.
1.6 In areas where Resale order functions are not available via
an electronic interface for the pre-order, ordering and provisioning processes,
SWBT and CLEC will use manual processes. Should SWBT develop electronic
interfaces for these functions for itself, SWBT will make electronic access
available to CLEC.
1.7 The Information Services (I.S.) Call Center provides a
technical support function for electronic interfaces. CLEC will also provide a
single point of contact for technical issues related to the electronic
interfaces.
1.8. SWBT and CLEC will establish interface contingency plans and
disaster recovery plans for the pre-order, ordering and provisioning of
Resale services.
1.9 SWBT reserves the right to modify or discontinue the use of
any system or interface as it deems appropriate. Provided however,
(a) SWBT shall provide CLEC with at least 90 days prior written notice
of any planned discontinuance and provide CLEC with a functionally
equivalent interface to access the OSS functions for any system or
interface that is discontinued. Upon CLEC request, SWBT shall also
provide a reasonable transition period.
(b) SWBT shall provide CLEC with reasonable prior written notice of any
significant system modifications.
1.10 If CLEC elects to utilize electronic interfaces based upon
industry guidelines for Resale, SWBT and CLEC agree to participate in the Order
and Billing Forum (OBF) and the Telecommunications Industry Forum (TCIF) to
establish and conform to uniform industry guidelines for electronic interfaces
for pre-order, ordering, and provisioning. Neither Party waives its rights as
participants in such forums or in the implementation of the guidelines. To
achieve system functionality as quickly as possible, the Parties acknowledge
that SWBT may deploy these interfaces with requirements developed in advance of
industry guidelines. Thus, subsequent modifications may be necessary to comply
with emerging guidelines. CLEC and SWBT are individually responsible for
evaluating the risk of developing their respective systems in advance of
guidelines and agree to support their own system modifications to comply with
new requirements. In addition, SWBT has the right to define LSR Usage
requirements according to the General Section 1.0, paragraph 1.4 of the
practices in the OBF Local Service Ordering Guidelines (LSOG), which states:
"Options described in this practice may not be applicable to individual
providers tariffs; therefore, use of either the field or valid entries within
the field is based on the providers tariffs/practices."
1.11 Due to enhancements and on-going development of access to
SWBT's OSS functions, certain interfaces described in this Appendix may be
modified, temporarily
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unavailable or may be phased out after execution of this Appendix. In
compliance with section 1.9 of this Appendix, SWBT agrees that interfaces
phased out will be accompanied with proper notice.
1.12 CLEC is responsible for obtaining operating system software
and hardware to access OSS functions as specified in the document "Requirements
for Access to Southwestern Xxxx OSS Functions."
2. PRE-ORDER
2.1 SWBT will provide real time access to pre-order functions to
support CLEC ordering of Resale services. The Parties acknowledge that ordering
requirements necessitate the use of current, real time pre-order information to
accurately build service orders. The following lists represent pre-order
functions that are available to CLEC so that CLEC order requests may be created
to comply with SWBT ordering requirements.
2.2 PRE-ORDERING FUNCTIONS FOR RESALE SERVICES INCLUDE:
2.2.1 features and services available at a valid service
address (as applicable);
2.2.2 access to SWBT retail or resold customer proprietary
network information (CPNI) for preordering will include: billing name, service
address, billing address, service and feature subscription, directory listing
information, long distance carrier identity, and pending service order activity
(CLEC agrees that CLEC's representatives will not access the information
specified in this subsection until after the customer requests that his or her
local exchange service provider be changed to CLEC, and a customer
authorization for release of CPNI complies with conditions as described in
section 1.4 of this Appendix.)
2.2.3 a telephone number (if the customer does not have
one assigned) with the customer on-line;
2.2.4 service availability dates to the customer;
2.2.5 information regarding whether dispatch is required;
2.2.6 Primary Interexchange Carrier (PIC) options for
intraLATA toll (when available) and interLATA toll;
2.2.7 service address verification.
2.4 ELECTRONIC ACCESS TO PRE-ORDER FUNCTIONS: SWBT will provide
CLEC access to one or more of the following systems:
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2.4.1 RESALE SERVICES PRE-ORDER SYSTEM AVAILABILITY:
2.4.1.1 Residential Easy Access Sales Environment (R-EASE):
R-EASE is an ordering entry system through which SWBT provides CLEC access to
the functions of pre-ordering when R-EASE is utilized to order SWBT Residential
Resale Services.
2.4.1.2 Business Easy Access Sales Environment (B-EASE):
B-EASE is an ordering entry system through which SWBT provides CLEC access to
the functions of pre-ordering when such access is utilized to order SWBT
Business Resale Services.
2.4.1.3 DataGate is a transaction-based data query system
through which SWBT provides CLEC access to pre-ordering functions. This gateway
shall be a Transmission Control Protocol/Internet Protocol (TCP/IP) gateway and
will allow CLEC to access the pre-order functions for Resale services by CLEC
developing its own end-user interface. SWBT and CLEC agree to cooperate in
developing and implementing an electronic communication interface that will be
consistent with industry guidelines developed by the OBF and the TCIF, assuming
they are different from that which SWBT is providing.
2.4.1.4 Verigate is an end-user interface developed by SWBT
that provides access to the pre-ordering functions for Resale Services.
Verigate may be used in connection with electronic or manual ordering. Verigate
is accessible vial Toolbar.
2.4.2 OTHER PRE-ORDER FUNCTION AVAILABILITY:
2.4.2.1 Where pre-ordering functions are not available
electronically CLEC will manually request this information from SWBT's LSC for
inclusion on the service order request.
2.4.2.2 In addition to electronic interface access to
pre-order information, upon request but not more frequently than once a month,
SWBT will provide CLEC certain pre-order information in batch transmission for
the purposes of back-up data for periods of system unavailability.
Specifically, the following database information may be electronically
provided. Street Access Guide (SAG) Guide, Service and Feature Availability by
NXX, and a PIC list, to support address verification, service and feature
availability, respectively. The parties recognize such information must be used
to construct order requests only in exception handling situations.
3. ORDERING/PROVISIONING
3.1 SWBT provides real time access to ordering functions (as
measured from the time SWBT receives accurate service requests from the
interface) to support CLEC provisioning of Resale services via one or more
electronic interfaces. To order Resale services, CLEC will format the service
request to identify what features, services, or elements it wishes SWBT to
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provision in accordance with SWBT ordering requirements, SWBT will provide CLEC
access to one or more of the following systems or interfaces:
3.2 RESALE SERVICES ORDER REQUEST SYSTEM AVAILABILITY:
3.2.1 R-EASE is available for the generation of
Residential Resale services orders. Ordering flows are available via this
system.
3.2.2 B-EASE is available for the generation of Business
Resale services orders. Ordering flows are available via this system.
3.2.3 Service Order Retrieval and Distribution (SORD)
Supplement interface supports the modification of Resale Service orders
submitted via the EASE systems. Orders submitted manually or from LEX or EDI
may not be modified by the SORD Supplement interface, however, separate
supplement processes exist for these orders.
3.2.4 SWBT makes available to CLEC an Electronic Data
Interchange (EDI) interface for transmission of SWBT ordering requirements via
formats provided on the Local Service Request (LSR) as defined by the Ordering
and Billing Forum (OBF) and via EDI mapping as defined by TCIF. In ordering and
provisioning Resale, CLEC and SWBT will utilize industry guidelines developed
by OBF and TCIF EDI to transmit data based upon SWBT's Resale ordering
requirements.
3.2.5 LEX is an end-user interface that provides access to
the ordering functions for Resale Services.
3.3 PROVISIONING FOR RESALE SERVICES: SWBT will provision
Resale Services as detailed in CLEC order requests. Access to status on such
orders will be provided via the following electronic interfaces:
3.3.1 Order Status will allow CLEC to check service order
status. Order Status is accessible via SWBT Toolbar.
3.3.2 In cases of EDI ordering, SWBT will provide CLEC
with an EDI interface for transferring and receiving orders. Firm Order
Confirmation (FOC), service completion, and, as available, other provisioning
data and information. SWBT will provide CLEC with a FOC for each Resale service
request. The FOC will include: purchase order number, telephone number, Local
Service Request number, due date, Service Order number, and completion date.
Upon work completion, SWBT will provide CLEC with an 855 EDI transaction-based
Order Completion that states when that order was completed. CLEC may submit
supplement requests via the 860 EDI transaction, and, where available, SWBT
will provide CLEC an 865 EDI transaction-based Completion notice.
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3.3.3 A file transmission may be provided to confirm order
completions for R-EASE or B-EASE order processing. This file will provide
service order information of all distributed and completed orders for CLEC.
4. MAINTENANCE/REPAIR
4.1 Two real time electronic interfaces are accessible to place,
and check the status of trouble reports for both Resale. Upon request, CLEC may
access these functions via the following methods:
4.1.1 Trouble Administration (TA) system access provides
CLEC with SWBT software that allows CLEC to submit trouble reports and
subsequently check status on trouble reports for CLEC end-users. TA will
provide the ability to review the maintenance history of a converted Resale
CLEC account. TA is accessible via SWBT Toolbar.
4.1.2 Electronic Bonding Interface (EBI) is an interface
that is available for trouble report submission and status updates. This EBI
conforms to ANSI guidelines T1:227:1995 and T1.228:1995, Electronic
Communications Implementation Committee (ECIC) Trouble Report Format
Definition (TFRD) Number 1 as defined in ECIC document ECIC/TRA/95-003, and
all guidelines referenced within those documents, as mutually agreed upon by
CLEC and SWBT. Functions currently implemented will include Enter Trouble,
Request Trouble Report Status, Add Trouble Information, Modify Trouble Report
Attributes, Trouble Report Attribute Value Change Notification, and Cancel
Trouble Report, as explained in 6 and 9 of ANSI T1.228:1995. CLEC and SWBT will
exchange requests over a mutually agreeable X.25-based network.
5. BILLING
5.1 SWBT shall xxxx XXXX for resold services. SWBT shall send
associated billing information to CLEC as necessary to allow CLEC to perform
billing functions. At minimum SWBT will provide CLEC billing information in a
paper format or via magnetic tape, as agreed to between CLEC and SWBT.
5.2 ELECTRONIC ACCESS TO BILLING INFORMATION FOR RESALE SERVICES
WILL ALSO BE AVAILABLE VIA THE FOLLOWING INTERFACES:
5.2.1 CLEC may receive Xxxx Plus(TM), an electronic
version of their xxxx as described in and in accordance with SWBT's Local
Exchange Tariff.
5.2.2 CLEC may receive a mechanized xxxx format via the
EDI 811 transaction set.
5.2.3 CLEC may also view billing information through the
Xxxx Information interface. Xxxx Information will be accessible via SWBT
Toolbar.
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5.2.4 SWBT shall provide CLECs a Usage Extract Feed
electronically, on a daily basis, with information on the usage billed to its
accounts for resale services in the industry standardized Exchange Message
Record (EMR) format.
5.2.5 CLEC may receive Local Disconnect Report records
(via CARE records) electronically that indicate when CLEC's customers change
their Competitive Local Exchange Carrier.
6. REMOTE ACCESS FACILITY
6.1 CLEC must access the following SWBT OSS interfaces via a CLEC
Remote Access Facility (LRAF) located in Dallas, Texas: R-EASEl B-EASE;
DataGate; EDI-Ordering; SORD Supplement and via Toolbar, Trouble
Administration, Order Status, Verigate, LEX, and Xxxx Information. Connection
to the LRAF will be established via a "port" either through dial-up or direct
connection as described in Section 6.2. CLEC may utilize a port to access these
interfaces to perform the supported functions in any SWBT state where CLEC has
executed an Appendix OSS and purchases System Access in that state.
6.2 CLEC may use three types of access: Switched, Private Line,
and Frame Relay. For Private Line and Frame Relay "Direct Connections," CLEC
shall provide its own router, circuit, and two Channel Service Units/Data
Service Units (CSU/DSU). The demarcation point shall be the router interface at
the LRAF. Switched Access "Dial-up Connections" require CLEC to provide its own
modems and connection to the SWBT LRAF. CLEC shall pay the cost of the call if
Switched Access is used.
6.3 CLEC shall use TCP/IP to access SWBT OSS via the LRAF. In
addition, each CLEC shall have one valid Internet Protocol (IP) network
address. CLEC shall maintain a user-id/password unique to each individual for
accessing a SWBT OSS on CLEC's behalf. CLEC shall provide estimates regarding
its volume of transactions, number of concurrent users, desired number of
private line or dial-up (switched) connections, and length of a typical session.
6.4 CLEC shall attend and participate in implementation meetings
to discuss CLEC LRAF access plans in detail and schedule testing of such
connections.
7. OPERATIONAL READINESS TEST (ORT) FOR ORDERING/PROVISION AND
REPAIR/MAINTENANCE INTERFACES
7.1 Prior to live access to interface functionality, the Parties
must conduct Operational Readiness Testing (ORT), which will allow for the
testing of the systems, interfaces, and processes for the OSS functions ORT
will be completed in conformance with agreed upon processes and implementation
dates.
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7.2 Prior to live system usage, CLEC must complete user education
classes for SWBT-provided interfaces that affect the SWBT network. Classes are
train-the-trainer format to enable CLEC to devise its own course work for its
own employees. Charges will apply for each class. Classes will be required for
R-EASE, B-EASE, LEX, SORD Supplement and Trouble Administration. Optional
classes will be available for Order Status and Verigate. classes are
train-the-trainer format to enable CLEC to devise its own coursework for its
own employees. Charges apply to training delivery. Schedules will be made
available upon request and are subject to change, with class lengths varying.
Ongoing class schedules may be requested from the CLEC's account manager.
-----------------------------------------------------------------------------------------------------------
Training 5 day 4.5 day 4 day 3.5 day 3 day 2.5 day 2 day 1.5 day 1 day 1/2 day
Rates class class class class class class class class class class
-----------------------------------------------------------------------------------------------------------
1 to 5 $4,050 $3,650 $3,240 $2,835 $2,430 $2,025 $1,620 $1,215 $810 $405
students
6 students $4,860 $4,380 $3,890 $3,402 $2,915 $2,430 $1,945 $1,455 $970 $490
7 students $5,670 $5,100 $4,535 $3,969 $3,400 $2,835 $2,270 $1,705 $1,135 $570
8 students $6,480 $5,830 $5,185 $4,536 $3,890 $3,240 $2,590 $1,950 $1,300 $650
9 students $7,290 $6,570 $5,830 $5,103 $4,375 $3,645 $2,915 $2,190 $1,460 $730
10 students $8,100 $7,300 $6,480 $5,670 $4,860 $4,050 $3,240 $2,430 $1,620 $810
11 students $8,910 $8,030 $7,130 $6,237 $5,345 $4,455 $3,565 $2,670 $1,780 $890
12 students $9,720 $8,760 $7,780 $6,804 $5,830 $4,860 $3,890 $2,920 $1,945 $970
-----------------------------------------------------------------------------------------------------------
7.3 A separate agreement will be required as a commitment to pay
for a specific number of CLEC students in each class. CLEC agrees that charges
will be billed by SWBT and CLEC payment is due 30 days later. CLEC agrees that
personnel from other competitive Local Service Providers may be scheduled into
any class to fill any seats for which the CLEC has not contracted. Class
availability is first-come, first served with priority given to CLECs who have
not yet attended the specific class.
7.4 Class dates will be based upon SWBT availability and will be
coordinated between CLEC, Account Manager and Product Management.
7.5 CLEC agrees to pay cancellation fee of the full price noted
in the separate agreement if CLEC cancels scheduled classes less than two weeks
prior to the scheduled start date. CLEC agrees to provide to SWBT completed
registration forms for each student no later than one week prior to the
scheduled training class.
7.6 CLEC agrees that CLEC personnel attending classes are to
utilizing only training databases and training presented to them in class.
Attempts to access any other SWBT or SBC system are strictly prohibited.
7.7 CLEC further agrees that training material, manuals and
instructor guides can be duplicated only for internal use for the purpose of
training employees to utilize capabilities SWBT's OSS in accordance with this
Appendix.
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8. RATES
8.1 CLEC requesting access to one or more the SWBT OSS functions
(i.e., pre-ordering, ordering/provisioning, maintenance/repair, billing) agrees
to pay the following rate:
System Access $3,345.00/month
8.2 CLEC requesting functions via interfaces that require
connection to the Remote Access Facility, as described in section 6, agrees to
pay the following rate(s) depending upon method of access utilized:
Remote Access Facility Access Methods
Direct Connection Per Port $1,580.00/month
Dial Up Per Port $ 316.00/month
8.3 CLEC requesting the Xxxx Plus(TM), as described in 5.2.1,
agrees to pay applicable tariffed rate, less Resale discount.
8.4 CLEC requesting the billing function for Usage Billable
Records, as described in 5.2.4 and 5.3.3, agrees to pay $.003 per message
transmitted.
8.5 CLEC requesting the Local Disconnect Report, as described in
5.2.5 and 5.3.4, agrees to pay $0.10 per record transmitted.
8.6 Should unforeseen modifications and costs to provision OSS
functions become required by SWBT or industry guidelines, or by regulatory
rulings, SWBT reserves the right to modify its rate structure. In addition,
should CLEC request custom development of an exclusive interface to support OSS
functions, such development will be considered by SWBT on an Individual Case
Basis (ICB) and priced as such.
9. EFFECTIVE DATE, TERM
9.1 Whereas CLEC is currently operational under an existing,
approved Interconnection Agreement, this Appendix OSS will be effective,
pending commission approval, 10 days after it is filed with the state
commission. Alternatively, this Appendix will be effective upon approval by the
state commission when it is approved as a part of the Interconnection Agreement.
