0001047469-05-019046 Sample Contracts

CARRIER SERVICE AGREEMENT BETWEEN GLOBAL CROSSING BANDWIDTH, INC. AND ESCHELON TELECOM, INC.
Carrier Services Agreement • July 8th, 2005 • Eschelon Telecom Inc • Telephone communications (no radiotelephone) • New York

This Carrier Services Agreement (“Agreement”) is entered into between Global Crossing Bandwidth, Inc., on behalf of itself and its affiliates that may provide a portion of the services hereunder (“Global Crossing”), a California corporation located at 90 Castilian Drive, Goleta, CA 93117 and Eschelon Telecom, Inc., a Delaware corporation with its principal place of business located at 730 2nd Avenue South, Suite 1200, Minneapolis, Minnesota 55402 on its behalf and on behalf of its Affiliates (“Eschelon”) (hereinafter, Global Crossing and Eschelon may be referred to in the aggregate as “Parties”, and each singularly as a “Party”.) This Agreement supercedes any and all prior Agreements or Amendments between the Parties regarding the subject matter of this Agreement, specifically the Carrier Service Agreement between the Parties, dated October 19, 1999, as amended.

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AMENDMENT #3 TO CARRIER SERVICE AGREEMENT ESCHELON TELECOM, INC. June 25, 2001
Eschelon Telecom Inc • July 8th, 2005 • Telephone communications (no radiotelephone)

This is Amendment #3 to the Carrier Service Agreement between Global Crossing Bandwidth, Inc., on behalf of itself and its affiliates that may provide a portion of the services hereunder (“Global Crossing”) and Eschelon Telecom, Inc. (“Eschelon” or “Purchaser”), dated August 25, 2000, as amended (the “Agreement”).

AMENDMENT #1 TO CARRIER SERVICE AGREEMENT
Service Agreement • July 8th, 2005 • Eschelon Telecom Inc • Telephone communications (no radiotelephone)

This is Amendment #1 to the Carrier Service Agreement between Global Crossing Bandwidth, Inc. f/k/a Frontier Communications of the West, Inc. (“Global Crossing”) and Eschelon Telecom, Inc. (“Eschelon”), dated August 25, 2000, as amended (the “Agreement”).

CARRIER GLOBAL SERVICES AGREEMENT
Service Agreement • July 8th, 2005 • Eschelon Telecom Inc • Telephone communications (no radiotelephone) • New York

This Global Services Agreement, (the “GSA” or “Agreement”), is made by and between MCI WORLDCOM Communications, Inc., a Delaware corporation with offices at 500 Clinton Center Drive, Clinton, Mississippi 39056, (“MCI WorldCom Communications”) and Eschelon Telecom, Inc., a Delaware corporation with offices at 730 2nd Avenue South, Suite 1200, Minneapolis, Minnesota 55402 (“Customer”). MCI WorldCom Communications is acting on behalf of each MCI WorldCom Communications affiliate to the extent that services referred to in this GSA are provided by one or more such affiliates. This GSA incorporates by reference the attached schedules (referred to collectively herein as the “GSA Schedules”). MCI WorldCom Communications or the providing affiliate (“MCI WorldCom”) shall provide to Customer and Customer shall purchase from MCI WorldCom those service(s) and associated equipment (the “Services”) described in Schedule Three through Schedule Eight of this Agreement (the “Service Schedules”) at the r

INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 8th, 2005 • Eschelon Telecom Inc • Telephone communications (no radiotelephone) • Delaware

THIS AGREEMENT (the “Agreement”) is made and entered into as of , 200 between Eschelon Telecom, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).

AMENDMENT #9 TO CARRIER SERVICE AGREEMENT ESCHELON TELECOM, INC. July 1, 2005
Carrier Service Agreement • July 8th, 2005 • Eschelon Telecom Inc • Telephone communications (no radiotelephone)

This is Amendment #9 to the Carrier Service Agreement, as amended by Amendments Nos. 1 through 8 and all currently effective concurrence memoranda and notices (“Agreement”) between Global Crossing Bandwidth, Inc. (“Global Crossing”) and Eschelon Telecom, Inc. (“Eschelon”), dated as of July 1, 2005.

THIRD AMENDMENT TO CARRIER GLOBAL SERVICES AGREEMENT
Global Services Agreement • July 8th, 2005 • Eschelon Telecom Inc • Telephone communications (no radiotelephone)

THIS THIRD AMENDMENT TO MCI WORLDCOM CARRIER GLOBAL SERVICES AGREEMENT (hereinafter referred to as the “Third Amendment”) is entered into as of April 1, 2003 (the “Effective Date”) by and between MCI WORLDCOM Communications, Inc. (“WorldCom”) and Eschelon Telecom, Inc. (“Customer”). Acceptance of this Third Amendment by WorldCom is subject to Customer meeting the terms and conditions set forth in the Tariffs, the Guide and WorldCom’s standard credit terms and conditions, which may be based on commercially available credit reviews to which Customer hereby consents.

AMENDMENT #5 TO CARRIER SERVICE AGREEMENT ESCHELON TELECOM, INC. April 25, 2002
Carrier Service Agreement • July 8th, 2005 • Eschelon Telecom Inc • Telephone communications (no radiotelephone)

This is Amendment #5 to the Carrier Service Agreement between Global Crossing Bandwidth, Inc., (“Global Crossing”) and Eschelon Telecom, Inc. (“Eschelon” or “Purchaser”), dated August 25, 2000, as amended (the “Agreement”).

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