ELEVENTH AMENDMENT TO SPRINT WHOLESALE SERVICES DATA AND PRIVATE LINE AGREEMENT

Exhibit 10.11

XXX0000-X000

XXXXXXXX AMENDMENT TO
SPRINT WHOLESALE SERVICES DATA AND PRIVATE LINE AGREEMENT

This Eleventh Amendment (WSG0502-0364) is made to the Sprint Wholesale Services Data and Private Line Agreement (WSG0209-030R4s) between SPRINT COMMUNICATIONS COMPANY L.P. (“Sprint”) and VALOR TELECOMMUNICATIONS ENTERPRISES, LLC, (“Customer”) signed by Customer on February 5, 2003 and by Sprint on February 20, 2003, as amended by a:

AMENDMENT		WSG#		Customer Signature Date		Sprint Signature Date
First Amendment		WSG034-03lr4		June 10, 2003		July 14, 2003
Second Amendment		WSG0308-040rl		September 2, 2003		September 8, 2003
Third Amendment		WSG03-9-111		September 22, 2003		September 30, 0000
Xxxxxx Xxxxxxxxx		XXX0000-000		November 13, 2003		December 1, 2003
Fifth Amendment		WSG0405-0214		June 4, 2004		June 9, 0000
Xxxxx Xxxxxxxxx		XXX0000-0000		September 1, 2004		September 3, 0000
Xxxxxxx Xxxxxxxxx		XXX0000-0000		October 19, 2004		October 21, 0000
Xxxxxx Xxxxxxxxx		XXX0000-0000		December 6, 2004		December 8, 2004
Ninth Amendment		WSG0501-0135		January 26, 2005		January 27, 2005
Tenth Amendment		WSG0501-0161		January 31, 2005		January 31, 2005
(collectively, the “Agreement”).

The following modified and added terms and conditions are made a part of the Agreement effective the first day of the first month after Sprint accepts this signed Eleventh Amendment (“Eleventh Amendment Commencement Date”), as evidenced by the Sprint SPRB stamp. If during the Eleventh Amendment implementation process, a Service bills after the Eleventh Amendment Commencement Date at a rate other than the rate stated in this Eleventh Amendment, Sprint will adjust Customer’s invoice to apply the appropriate rate within 90 days after the date of the invoice containing the incorrect rate.

Sprint and Customer agree as follows:

1. The Agreement is amended by deleting Attachment A, Section 1 entitled “TERM” in its entirely and replacing it as follows:

1. TERM: 30 Months

2. The Agreement is amended by deleting Attachment A, Section 2 entitled “MINIMUM MONTHLY COMMITMENT” in its entirely and replacing it as follows:

2. MINIMUM MONTHLY COMMITMENT:

Customer’s Minimum Monthly Commitment for Private Line Services is:

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WSG0502-0364

		Minimum Monthly
Months		Net Usage Commitment

3. The Agreement is amended by adding the fallowing NPA/NXX to the table in Section 3.g in Attachment A us follows:

1-year term
				T-l
NPA/NXX		DDS56 MRC		MRC
830/257
325/656

4. The Agreement is amended by adding the following Pop-to-Pop Plan to the table in Section 6 in Attachment A as follows:

6. T-1 Private Line Pop-to-Pop Plan

				IX (POP-to-POP)		Circuit
POP-to-POP				Charge		Term
Kerrville, TX 830-997		San Angelo, TX 325-656

*		ACF, COC, and Local Loop installation charges should be waived tor above circuits.
*		ACF and COC monthly recurring charges (MRC) should be waived for above circuits.

5.		To become effective, this Eleventh Amendment must be signed by an authorized representative of Customer. Any change to this Eleventh Amendment is subject to written acceptance by a Sprint officer, All other terms and conditions in the Agreement, not amended above, will remain in effect. This Eleventh Amendment and any information concerning its terms and conditions are Sprint’s proprietary information and are governed by the parties’ Nondisclosure Agreement.
6.		Sprint’s offer to amend the Agreement will be withdrawn if this Eleventh Amendment is not executed by both parties within 45 days after February 18, 2005.

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WSG0502-0364

VALOR TELECOMMUNICATIONS ENTERPRISES, LLC.				SPRINT COMMUNICATIONS COMPANY L. P.
By:		/s/ Xxxxx Xxxxx		BY:		/s/ Art XxxXxxxxx
Name:		Xxxxx Xxxxx				Art XxxXxxxxx Vice President, Wholesale Services Group
Title:		Senior Vice President Operations, Sales & Marketing
Date:		3/25/05		Date:		3/31/05

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