Common use of Regulatory Changes Affecting Pricing Clause in Contracts

Regulatory Changes Affecting Pricing. In the event that any change in applicable Federal regulations results in a significant, demonstrable change in Vendor's costs to provide the Dial-Up Access Services, then: (i) in the case of a cost increase, Vendor may pass such applicable cost increase along to Customer on an Out-of-Pocket Expense basis so long as such increase is passed along to all of Vendor's other Dial-Up Access -------------------------------------------------------------------------------- Network Services Agreement America Online, Inc. / BBN Corporation CONFIDENTIAL Schedule B Schedule B - Page 41 CONFIDENTIAL TREATMENT REQUESTED customers to which such costs are not prohibited from being passed; provided, however, Customer may elect, with 120 days notice, to decommission in accordance with Subsection (a)(iv) of this Section any of the Dial-Up Access Ports affected by such Federal regulatory cost increase (however, Customer shall not be required to pay such cost increase during the 120-day decommissioning notice period); provided further, however, that (A) the decommissioning of Dedicated Dial-Up Access Ports across the Vendor Network pursuant to this Subsection shall be in proportion to the approximate weighted distribution of Dedicated Dial-Up Access Ports across Existing Calling Areas, and (B) the date and, proportional rate restrictions on decommissioning in Subsection (a)(iv) of this Section shall not apply with respect to decommissioning under this Section; and (ii) in the event of a cost decrease, Vendor shall pass such decrease to Customer. In connection with any such increase or decrease, Vendor shall identify the Dial-Up Access Ports affected by such regulatory cost change and the amount of the applicable change to the Monthly EDAP Charge or Monthly DAP Charge for such affected Dial-Up Access Ports. Any such regulatory cost change passed -through to Customer shall take effect as of the first day of the calendar month immediately following delivery of the regulatory cost change notice and shall continue in effect until the date on which the next New Dial-Up Market Price becomes applicable to such affected Dial-Up Access Ports.

Regulatory Changes Affecting Pricing. In the event that any change in applicable Federal regulations results in a significant, demonstrable change in Vendor's costs to provide the Dial-Up Access Services, then: (i) in the case of a cost increase, Vendor may pass such applicable cost increase along to Customer on an Out-of-of- Pocket Expense basis so long as such increase is passed along to all of Vendor's other Dial-Up Access -------------------------------------------------------------------------------- Network Services Agreement America Online, Inc. / BBN Corporation CONFIDENTIAL Schedule B Schedule B - Page 41 CONFIDENTIAL TREATMENT REQUESTED customers to which such costs are not prohibited from being passed; provided, however, Customer may elect, with 120 days notice, to decommission in accordance with Subsection (a)(iv) of this Section any of the Dial-Up Access Ports affected by such Federal regulatory cost increase (however, Customer shall not be required to pay such cost increase during the 120-day decommissioning notice period); provided further, however, that (A) the decommissioning of Dedicated Dial-Up Access Ports across the Vendor Network pursuant to this Subsection shall be in proportion to the approximate weighted distribution of Dedicated Dial-Up Access Ports across Existing Calling Areas, and (B) the date and, proportional rate restrictions on decommissioning in Subsection (a)(iv) of this Section shall not apply with respect to decommissioning under this Section; and (ii) in the event of a cost decrease, Vendor shall pass such decrease to Customer. In connection with any such increase or decrease, Vendor shall identify the Dial-Up Access Ports affected by such regulatory cost change and the amount of the applicable change to the Monthly EDAP Charge or Monthly DAP Charge for such affected Dial-Dial- Up Access Ports. Any such regulatory cost change passed -through to Customer shall take effect as of the first day of the calendar month immediately following delivery of the regulatory cost change notice and shall continue in effect until the date on which the next New Dial-Up Market Price becomes applicable to such affected Dial-Up Access Ports.

Regulatory Changes Affecting Pricing. In the event that any change in applicable Federal regulations results in a significant, demonstrable change in Vendor's costs to provide the Dial-Up Access Services, then: (i) in the case of a cost increase, Vendor may pass such applicable cost increase along to Customer on an Out-of-Pocket Expense basis so long as such increase is passed along to all of Vendor's other Dial-Up Access -------------------------------------------------------------------------------- Network Services Agreement America Online, Inc. / BBN Corporation CONFIDENTIAL Schedule B Schedule B - Page 41 CONFIDENTIAL TREATMENT REQUESTED customers to which such costs are not prohibited from being passed; provided, however, Customer may elect, with 120 days notice, to decommission in accordance with Subsection (a)(iv) of this Section any of the Dial-Up Access Ports affected by such Federal regulatory cost increase (however, Customer shall not be required to pay such cost increase during the 120-day decommissioning notice period); provided further, however, that (A) the decommissioning of Dedicated Dial-Up Access Ports across the Vendor Network pursuant to this Subsection shall be in proportion to the approximate weighted distribution of Dedicated Dial-Up Access Ports across Existing Calling Areas, and (B) the date and, proportional rate restrictions on decommissioning in Subsection (a)(iv) of this Section shall not apply with respect to decommissioning under this Section; and (ii) in the event of a cost decrease, Vendor shall pass such decrease to Customer. In connection with any such increase or decrease, Vendor shall identify the Dial-Up Access Ports affected by such regulatory cost change and the amount of the applicable change to the Monthly EDAP Charge or Monthly DAP Charge for such affected Dial-Up Access Ports. Any such regulatory cost change passed -through to Customer shall take effect as of the first day of the calendar month immediately following delivery of the regulatory cost change notice and shall continue in effect until the date on which the next New Dial-Up Market Price becomes applicable to such affected Dial-Up Access Ports.