U S WEST. APPROVAL OF CERTAIN NEW U S WEST ACTIONS. Prior to the Separation Time, U S WEST shall take and/or ratify all actions necessary under Applicable Law, as the sole stockholder of New U S WEST, to effectuate the transactions contemplated by this Agreement, including, without limitation, adopting and implementing appropriate plans, agreements and arrangements for New U S WEST Employees.
U S WEST agrees to provide an Estimated Time To Repair (ETTR) on all residence and small business trouble reports.
U S WEST shall use the IBM Standard Dataset Label Format which will be mutually agreed upon by the Parties.
U S WEST will provide Interconnection at any technically feasible point. subject to negotiations between the Parties; such points may include, but not be limited to, a Meet Point, the line side distribution frame of the local switch, the trunk side distribution frame of the local switch, trunk interconnection points of the tandem switch, central office cross Connect points, and Signaling Transfer Points necessary to exchange traffic and access call related databases.
U S WEST shall provide AT&T a common electronic interface that will permit the transmittal of business and residential transactions.
U S WEST and New U S WEST shall cooperate, and shall cause their respective Groups to cooperate, (i) to terminate, or to cause a member of the New U S WEST Group to be substituted in all respects for any member of the U S WEST Group in respect of, all obligations of any member of the U S WEST Group under any loan, letter of credit, financing, lease, contract or other obligation in existence as of the Separation Time pertaining to the New U S WEST Business (each, a "New U S WEST Obligation") for which such member of the U S WEST Group may be liable as guarantor, original tenant, primary obligor or otherwise, including, without limitation, the leases listed in Section 9.3(a) of the Separation Disclosure Schedule, and (ii) to eliminate any cross-default provision contained in any loan, letter of credit, financing, lease, contract or other obligation in existence as of the Separation Time pertaining to the MediaOne Business (each, a "MediaOne Obligation") which would be triggered by a default by a member of the New U S WEST Group under any New U S WEST Obligation, including, without limitation, the cross-default provisions listed in Section 9.3(a) of the Separation Disclosure Schedule. If such a termination, substitution or elimination is not effected by the Separation Time, without the prior written consent of U S WEST, from and after the Separation Time, New U S WEST shall not, and shall not permit any member of the New U S WEST Group or any of its Affiliates to, renew or extend the term of, increase in any material respect its obligations under (which, in the case of a lease, shall mean an increase in the rent for the property by more than 10% annually), transfer to a third party (other than Affiliates), or amend in any manner materially adverse to the U S WEST Group (which, in the case of a lease, shall mean an increase in the rent for the property by more than 10% annually), any such New U S WEST Obligation unless all obligations of the U S WEST Group with respect thereto are thereupon terminated and all such cross- default provisions with respect thereto are eliminated by documentation reasonably satisfactory in form and substance to U S WEST; provided, however, that, notwithstanding the foregoing, New U S WEST shall be permitted, without the prior written consent of U S WEST, to renew or extend the term of any of the New U S WEST Obligations so identified in Section 9.3(a) of the Separation Disclosure Schedule whether or not such a termination or elimination is ...
U S WEST and AirTouch shall promptly, and in any event within ten Business Days following the date hereof, file any required application, report or other filing or request for approval or notifications with the FCC and any state regulatory authority from whom Consent or clearance is required to be obtained in connection with the transactions contemplated hereby. Each of U S WEST and AirTouch shall furnish to each other's counsel such necessary information and reasonable assistance as the other may request in connection with its preparation of any such filing or other submission. Each of U S WEST and AirTouch shall use its reasonable best efforts to obtain any such Consent or clearance required for the consummation of the Merger and shall keep each other apprised of the status of any communications with, and any inquiries or requests for additional information from, the FCC or any state regulatory authority and shall comply promptly with any such inquiry or request.
U S WEST agrees to provide to AT&T the status for open maintenance trouble reports for large business Customers anytime the status of the trouble report changes or at AT&T request.
U S WEST agrees to provide AT&T with repair history of previous trouble reports on customer service of open trouble report.
U S WEST shall ensure a third party distributes appropriate alphabetical and classified directories (white and yellow pages) and recycling services to ATTI Customers at parity with U S WEST end users, including providing directories, a) upon establishment of new service; b) during annual mass distribution; and c) upon Customer request.
