APPENDIX MESSAGE EXCHANGE

APPENDIX MESSAGE EXCHANGE

TABLE OF CONTENTS

MESSAGE EXCHANGE AND SETTLEMENT OF RATED MESSAGE DETAIL AND/OR THE SETTLEMENT OF MESSAGE REVENUE FOR RESALE AND UNBUNDLED SERVICE

1. INTRODUCTION

1.1 This Appendix sets forth terms and conditions for the exchange record detail and settlement of revenues for call detail messages provided to ACSI as a result of the ACSI’s purchase of Resale Services or appropriate Unbundled Network Elements from ALLTEL.

2. DEFINITIONS

2.1 “555" is an ALLTEL service by which Providers offer information services for a fee to an ACSI End-User who dials a number using the “555" prefix.

2.2 “900/976" is an ALLTEL service by which Providers offer audio services for a fee to an ACSI End-User who dials a number using the “900” or “976" prefix.

2.3 “Abbreviated Dialing” is an ALLTEL service by which Providers offer information services for a fee to an ACSI End-User who dials a telephone number with less than seven digits.

2.4 “Adjustments” are dollar amounts that are credited to an End-User account.        Adjustments may be issued when an End-User denies making a call or when rated incorrectly.

2.5 “Ancillary Message Services” included in ALLTEL offerings are Abbreviated Dialing, 555 services, 976 services, CPP Cellular services and CPP Paging services.   

2.6 “Calling Party Pays Cellular” or “CPP Cellular” is a service where an End-User placing a call to a cellular telephone agrees to pay the charges for the call.    Typically, an announcement is played to the End-User giving the End-User the option to accept the charges or to end the call without incurring charges.

2.7 “Calling Party Pays Paging” or “CPP Paging” is a service where an End-User placing a call to a pager agrees to pay the charges for the call. Typically, an announcement is played to the End-User giving the End-User the option to accept the charges or to end the call without incurring charges.

2.8 “ACSI CATS Messages” means intraLATA collect, calling card    or third number billed messages billed to an ACSI End-User number, and the originating and billed telephone numbers are located in different Telcordia Client Company territories.

2.9 “Provider” is the entity that offers an ALLTEL Ancillary Message Service to an End-User.

2.10 “Uncollectibles” are amounts billed by ACSI to its End-Users on behalf of the provider, which after standard intervals and application of standard collection procedures, are determined by ACSI to be impracticable of collection and are written off as bad debt on final accounts.    Uncollectibles are recoursed back to the Provider.

2.11 “ACSI Non-CATS Messages are IntraLATA collect, calling card, or third number-billed messages where the charges are billed to ACSI’s End-User and the originating Party is an End-User of ALLTEL or that of another LEC and both End-Users are located in the same Telcordia Client Company territory.

3. DESCRIPTION OF BILLING SERVICES

3.1 ALLTEL will receive LEC carried ABS (“Alternate Billed Service”) messages being billed to ACSI End-User lines as detailed in the General Terms and Conditions of the Agreement to which this Appendix is attached.    ALLTEL shall forward rated messages to ACSI on the Daily Usage File (DUF).     

3.2 ALLTEL shall bill charges to ACSI’s Resale or UNE port account to recover revenue that it has paid to another carrier for ABS messages billing to ACSI Resale or UNE port End-User account.

3.3 As a part of provisioning local service for ACSI, ALLTEL will block End-User access to 900/976 numbers upon specific written request by ACSI for each separate End User line.

3.4 ACSI shall block End-User access to Ancillary Message Services upon ALLTEL’s written request.

3.5 If blocking is not requested, ALLTEL shall record all Ancillary Message Service calls transported by ALLTEL that originate from ACSI End-User’s telephone number.    ALLTEL shall provide ACSI with formatted records for each Ancillary Message Service billable call in accordance with each Provider’s requested rates. In the case where ACSI’s switch generates call information, ACSI will provide ALLTEL with call information for each call on a daily basis.    ALLTEL will rate the call with each Provider’s requested rates and return a formatted record to ACSI.    ACSI shall confirm receipt of such formatted records within twenty-four (24) hours of receipt.   

4. COLLECTION SERVICES

4.1 ACSI shall exercise good faith efforts to bill and collect all amounts due from its End-Users for messages distributed under this Appendix.    ACSI warrants that the billing and collection for messages distributed under this Appendix shall be at a performance level no less than ACSI uses for the billing of its own local Telecommunication Services, which in no event shall be inconsistent with generally accepted industry standards of operation for the provision of billing and collection services.

4.2 All messages should be billed within 30 days of receipt.    ACSI further agrees that the billing and collection process for messages distributed under this Appendix shall comply with all Applicable Laws.   

5. CHANGES TO PROVIDER’S SERVICES AND RATES

5.1 ACSI acknowledges and understands that the amount which a Provider elects to charge those who place calls to an Ancillary Message Service is at Provider’s sole discretion.   

6. SETTLEMENT ARRANGEMENT AND PAYMENT

6.1 ALLTEL shall pay for the Billing and Collection Services for Ancillary Message Services described herein at the rates set forth in Appendix Pricing as "Ancillary Billing Message Compensation."

6.2 The amount due to ALLTEL under this Appendix shall be the total of all billable charges submitted to ACSI under this Appendix, less:

6.2.1 All charges due ACSI under subsection 6.1;

6.2.2 Amounts declared Uncollectible as provided in subsection 6.5;

6.2.3 Adjustments as provided in subsection 6.4;

6.2.4 Taxes collected from ACSI End-Users.

6.3 ACSI shall provide ALLTEL with a monthly statement of amounts billed, amounts collected, amounts adjusted, uncollectible amounts and End-User taxes by taxing authority and by Provider including the program number and the amount of taxes applied to the services, as described in the Guidelines.    The monthly statement should be received by ALLTEL on or before the fifth Business Day of every month.    Payment of the amount owed to ALLTEL by ACSI as calculated in Section 6.2 hereof is due and shall be paid to ALLTEL on or before thirty (30) calendar days from the date of the monthly statement.    Past due amounts shall accrue late charges at the rate set forth in Section 8.1 of the General Terms and Conditions of the Agreement to which this Appendix is attached.

6.4 Adjustments

6.4.1 ACSI may remove a disputed charge from an End-User’s account within sixty (60) calendar days from the date of the message; provided that notice of the adjustment is received by ALLTEL within sixty (60) calendar days from the date of the message.

6.5 Uncollectibles

6.5.1 ACSI may recourse to ALLTEL an actual uncollectible amount from an End-User’s account, provided that notice of the recourse of the uncollectible amount is given by ACSI to ALLTEL within one hundred twenty (120) calendar days from the date of the message.   

6.6 Taxes

6.6.1 Taxes Imposed on Services Performed or Provided by ACSI.    ACSI shall be responsible for payment of all sales, use or other taxes of a similar nature, including interest and penalties on all services performed or provided by ACSI.

6.6.2 Taxes on Ancillary Message Services.    ACSI shall be responsible for applying taxes as determined by Provider for all Ancillary messages billed hereunder as specified in the Guidelines.    Each Provider shall be responsible for determining what taxes apply to the service it provides and for notifying ALLTEL of those taxes.    ALLTEL shall notify ACSI of this information and pursuant to this Agreement ACSI shall bill and collect such taxes based on information supplied by Provider and shall remit such taxes to ALLTEL.    ACSI shall identify the amount of taxes and type of taxes, by Provider.    ALLTEL shall then remit such collected taxes to the Provider.    Provider shall remit any taxes it owes to the taxing authority.

7. APPLICABILITY OF OTHER RATES, TERMS AND CONDITIONS

7.1 Every interconnection, service and network element provided hereunder, shall be subject to all rates, terms and conditions contained in this Agreement which are legitimately related to such interconnection, service or network element. Without limiting the general applicability of the foregoing, the following terms and conditions of the General Terms and Conditions are specifically agreed by the Parties to be legitimately related to, and to be applicable to, each interconnection, service and network element provided hereunder: definitions; interpretation, construction and severability; notice of changes; general responsibilities of the Parties; effective date, term and termination; fraud; deposits; billing and payment of charges; non-payment and procedures for disconnection; dispute resolution; audits; disclaimer of representations and warranties; limitation of liability; indemnification; remedies; intellectual property; publicity and use of trademarks or service marks; no license; confidentiality; intervening law; governing law; regulatory approval; changes in End User local exchange service provider selection; compliance and certification; law enforcement; no third party beneficiaries; disclaimer of agency; relationship of the Parties/independent contractor; subcontracting; assignment; responsibility for environmental contamination; force majeure; taxes; non-waiver; network maintenance and management; signaling; transmission of traffic to third parties; customer inquiries; expenses; conflicts of interest; survival; scope of agreement; amendments and modifications;    and entire agreement.

207321.14

7/25/01