Common use of TERMS AND COMPENSATION FOR USE OF FACILITIES Clause in Contracts

TERMS AND COMPENSATION FOR USE OF FACILITIES. 2.3.1 Each Party shall be responsible for providing its own or leased transport Facilities to route calls to and from the POI. Each Party may construct its own Facilities, or it may purchase or lease the Facilities from a Third Party, or it may purchase or lease the Facilities from the other Party, if available, pursuant to applicable tariffs, General Exchange Price List or separate contract. Optional Payment Plans (“OPP”), High Cap Term Payment Plans (“HCTPP”), and Volume and Term discount plans are not available for transport Facilities pursuant to this Agreement. 2.3.2 The Parties will connect their networks (i.e., to and from the AT&T-21STATE Central Office Switch where the Facility connection is established) using the interfaces as described in Section 2.1.2 above. 2.3.3 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to deliver land-to- mobile traffic that it receives from AT&T-21STATE to a facilities-based Competitive Local Exchange Carrier (“CLEC”), or an Incumbent Local Exchange Carrier (“ILEC”), or an Out-of-Exchange Local Exchange Carrier (“OELEC”) or another CMRS provider other than WSP or an MVNO and WSP or an MVNO may not forward any such traffic to any Third-Party. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.4 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to aggregate traffic from a facilities-based CLEC, or an ILEC, or another CMRS provider, or an OELEC, and use the Facilities to deliver such traffic to AT&T-21STATE (i.e., mobile-to-land traffic delivered from WSP to AT&T-21STATE must be from WSP’s or MVNO’s End Users and may not be from any other Third Party). For the avoidance of doubt, traffic from another Telecommunication Carrier’s End Users does not constitute Authorized Services traffic. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.5 AT&T-21STATE shall not have dedicated transport obligations for, nor shall it have any obligation to share the cost of, Facilities between the Parties’ networks that either cross a LATA boundary, or that are outside of the AT&T-21STATE franchise service area, or that exceed a distance of fourteen (14) miles (or the state’s defined local calling area, whichever is greater) from the AT&T-21STATE Central Office Switch where the Facility connection is established. 2.3.6 When WSP uses DS-1 Facilities provided by AT&T-21STATE to deliver traffic from its network and such DS-1 Facilities are (a) dedicated to the transmission of Authorized Services traffic between the Parties’ networks, and (b) are shared by the Parties, then the proportionate share of the cost of the Facilities for each Party shall be as provided below. If WSP obtains such Facilities from a Third Party, nothing herein shall obligate AT&T-21STATE to reimburse WSP for those Facilities. 2.3.6.1 The Parties’ use of shared Facilities, as described above, is reflected in the Shared Facility Factor listed in the Pricing Schedule attached hereto. The Shared Facility Factor is a percentage equal to the amount of all IntraMTA Traffic originated on AT&T-12STATE’s network, in the state, compared to the amount of all traffic, including Third Party Traffic, transported over the shared Facilities, in the state. All traffic will be based on Conversation MOUs, and is measured in total conversation time seconds, which is totaled at a state level, for the monthly billing cycle, and then rounded up to the next whole minute. 2.3.6.2 When WSP delivers Interconnection traffic originating on its network through Facilities and/or Trunks provided by AT&T-12STATE, WSP shall pay AT&T-12STATE for its share of the cost of such Facilities and/or Trunks, utilizing the Shared Facility Factor set forth in the Pricing Schedule attached hereto. The Shared Facility Factor represents AT&T-12STATE’s share of the costs; provided, however, that either Party may submit to the other Party a reasonably accurate and complete traffic study, or any other reasonable estimate of its traffic, with supporting justification for such estimate, and/or other network information that is reasonable to rely upon (“Shared Facility Information”) that the Parties will use to negotiate, in good faith, a different WSP-specific Shared Facility Factor. The Shared Facility Information must be WSP-specific and relate to WSP’s network in the state; it shall not be based on industry average data or the data of other Telecommunications Carriers. Once a new Shared Facility Factor has been negotiated and agreed upon, the Parties agree to file an Amendment to this Agreement with the Commission to reflect such factor within thirty (30) days of reaching agreement on the new Shared Facility Factor. Renegotiation of the WSP-specific Shared Facility Factor shall occur no more frequently than once every twelve (12) months. 2.3.6.3 AT&T SOUTHEAST REGION 9-STATE agrees to share proportionally in the recurring costs of any shared Facilities purchased by WSP from the applicable tariffs. AT&T SOUTHEAST REGION 9- STATE’s proportionate use of the Facilities is equal to the amount of all IntraMTA Traffic originated on AT&T SOUTHEAST REGION 9-STATE’s network in the state, compared to the amount of all traffic exchanged between the Parties in the state. 2.3.6.4 AT&T SOUTHEAST REGION 9-STATE will provide to WSP, on a quarterly basis, a percentage, representing AT&T SOUTHEAST REGION 9-STATE’s proportionate share of the Facilities. AT&T SOUTHEAST REGION 9-STATE will calculate and provide the Shared Facility Factor, and the actual traffic usage used to develop those factors, to WSP on a quarterly basis by the twentieth (20th) of January, April, July and October of each year. WSP agrees to utilize the Shared Facility Factor provided by AT&T SOUTHEAST REGION 9-STATE that represents the percent IntraMTA Traffic originated by AT&T SOUTHEAST REGION 9-STATE and terminated to WSP over a shared two-way local interconnection Facility and/or trunks. To determine the Shared Facility Factor charges owed by AT&T SOUTHEAST REGION 9-STATE to WSP, such Shared Facility Factor will be applied by WSP against the two-way local interconnection Facility and/or trunks charges billed by AT&T SOUTHEAST REGION 9-STATE to WSP. WSP has the right to review the Shared Facility Factor each quarter and negotiate changes as justified. However, any resulting changes to the Shared Facility Factor will be applied on a prospective basis. 2.3.6.5 AT&T SOUTHEAST REGION 9-STATE will ▇▇▇▇ WSP for the entire cost of the Facility. WSP will then apply AT&T SOUTHEAST REGION 9-STATE’s Facility percentage to the cost of the Facility to determine the amount WSP shall ▇▇▇▇ AT&T SOUTHEAST REGION 9-STATE. 2.3.7 Each Party reserves the right to refuse or discontinue the use of any shared Facilities arrangement, regardless of who provides the Facilities (i.e., one of the Parties or a Third-Party). Notwithstanding the foregoing, this provision does not negate any obligations either Party may have regarding such Facilities, such as, but not limited to, financial obligations for an agreed upon term and notice provisions. 2.3.8 When a Party uses its own Facilities (either through self-provisioning, or through the purchase of Facilities from the other Party or from Third Parties) to deliver one-way IntraMTA Traffic from its network to the POI, such Party shall provide such Facilities at its sole cost and expense. Notwithstanding the foregoing, if the Parties agree to deliver Third Party Traffic in addition to IntraMTA Traffic on a land-to-mobile one-way Facility, then WSP shall be responsible for a portion of the Facility cost, based on the Shared Facility Factor listed in AT&T-12STATE’s Pricing Schedule or the quarterly percentage provided by AT&T SOUTHEAST REGION 9-STATE, as applicable.

TERMS AND COMPENSATION FOR USE OF FACILITIES. 2.3.1 Each Party shall be responsible for providing its own or leased transport Facilities to route calls to and from the POI. Each Party may construct its own Facilities, or it may purchase or lease the Facilities from a Third Party, or it may purchase or lease the Facilities from the other Party, if available, pursuant to applicable tariffs, General Exchange Price List or separate contract. Optional Payment Plans (“OPP”), High Cap Term Payment Plans (“HCTPP”), and Volume and Term discount plans are not available for transport Facilities pursuant to this Agreement. 2.3.2 The Parties will connect their networks (i.e., to and from the AT&T-21STATE Central Office Switch where the Facility connection is established) using the interfaces as described in Section 2.1.2 above. 2.3.3 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to deliver land-to- mobile traffic that it receives from AT&T-21STATE to a facilities-based Competitive Local Exchange Carrier (“CLEC”), or an Incumbent Local Exchange Carrier (“ILEC”), or an Out-of-Exchange Local Exchange Carrier (“OELEC”) or another CMRS provider other than WSP or an MVNO and WSP or an MVNO may not forward any such traffic to any Third-Party. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.4 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to aggregate traffic from a facilities-based CLEC, or an ILEC, or another CMRS provider, or an OELEC, and use the Facilities to deliver such traffic to AT&T-21STATE (i.e., mobile-to-land traffic delivered from WSP to AT&T-21STATE must be from WSP’s or MVNO’s End Users and may not be from any other Third Party). For the avoidance of doubt, traffic from another Telecommunication Carrier’s End Users does not constitute Authorized Services traffic. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.5 AT&T-21STATE shall not have dedicated transport obligations for, nor shall it have any obligation to share the cost of, Facilities between the Parties’ networks that either cross a LATA boundary, or that are outside of the AT&T-21STATE franchise service area, or that exceed a distance of fourteen (14) miles (or the state’s defined local calling area, whichever is greater) from the AT&T-21STATE Central Office Switch where the Facility connection is established. 2.3.6 When WSP uses DS-1 Facilities provided by AT&T-21STATE to deliver traffic from its network and such DS-1 Facilities are (a) dedicated to the transmission of Authorized Services traffic between the Parties’ networks, and (b) are shared by the Parties, then the proportionate share of the cost of the Facilities for each Party shall be as provided below. If WSP obtains such Facilities from a Third Party, nothing herein shall obligate AT&T-21STATE to reimburse WSP for those Facilities. 2.3.6.1 The Parties’ use of shared Facilities, as described above, is reflected in the Shared Facility Factor listed in the Pricing Schedule attached hereto. The Shared Facility Factor is a percentage equal to the amount of all IntraMTA Traffic originated on AT&T-12STATE’s network, in the state, compared to the amount of all traffic, including Third Party Traffic, transported over the shared Facilities, in the state. All traffic will be based on Conversation MOUs, and is measured in total conversation time seconds, which is totaled at a state level, for the monthly billing cycle, and then rounded up to the next whole minute. 2.3.6.2 When WSP delivers Interconnection traffic originating on its network through Facilities and/or Trunks provided by AT&T-12STATE, WSP shall pay AT&T-12STATE for its share of the cost of such Facilities and/or Trunks, utilizing the Shared Facility Factor set forth in the Pricing Schedule attached hereto. The Shared Facility Factor represents AT&T-12STATE’s share of the costs; provided, however, that either Party may submit to the other Party a reasonably accurate and complete traffic study, or any other reasonable estimate of its traffic, with supporting justification for such estimate, and/or other network information that is reasonable to rely upon (“Shared Facility Information”) that the Parties will use to negotiate, in good faith, a different WSP-specific Shared Facility Factor. The Shared Facility Information must be WSP-specific and relate to WSP’s network in the state; it shall not be based on industry average data or the data of other Telecommunications Carriers. Once a new Shared Facility Factor has been negotiated and agreed upon, the Parties agree to file an Amendment to this Agreement with the Commission to reflect such factor within thirty (30) days of reaching agreement on the new Shared Facility Factor. Renegotiation of the WSP-specific Shared Facility Factor shall occur no more frequently than once every twelve (12) months. 2.3.6.3 AT&T SOUTHEAST REGION 9-STATE agrees to share proportionally in the recurring costs of any shared Facilities purchased by WSP from the applicable tariffs. AT&T SOUTHEAST REGION 9- STATE’s proportionate use of the Facilities is equal to the amount of all IntraMTA Traffic originated on AT&T SOUTHEAST REGION 9-STATE’s network in the state, compared to the amount of all traffic exchanged between the Parties in the state. 2.3.6.4 AT&T SOUTHEAST REGION 9-STATE will provide to WSP, on a quarterly basis, a percentage, representing AT&T SOUTHEAST REGION 9-STATE’s proportionate share of the Facilities. AT&T AT& T SOUTHEAST REGION 9-STATE will calculate and provide the Shared Facility Factor, and the actual traffic usage used to develop those factors, to WSP on a quarterly basis by the twentieth (20th) of January, April, July and October of each year. WSP agrees to utilize the Shared Facility Factor provided by AT&T SOUTHEAST REGION 9-STATE that represents the percent IntraMTA Traffic originated by AT&T SOUTHEAST REGION 9-STATE and terminated to WSP over a shared two-way local interconnection Facility and/or trunks. To determine the Shared Facility Factor charges owed by AT&T SOUTHEAST REGION 9-STATE to WSP, such Shared Facility Factor will be applied by WSP against the two-way local interconnection Facility and/or trunks charges billed by AT&T SOUTHEAST REGION 9-STATE to WSP. WSP has the right to review the Shared Facility Factor each quarter and negotiate changes as justified. However, any resulting changes to the Shared Facility Factor will be applied on a prospective basis. 2.3.6.5 AT&T SOUTHEAST REGION 9-STATE will ▇▇▇▇ bill WSP for the entire cost of the Facility. WSP will then apply AT&T SOUTHEAST REGION 9-STATE’s Facility percentage to the cost of the Facility to determine the amount WSP shall ▇▇▇▇ bill AT&T SOUTHEAST REGION 9-STATE. 2.3.7 Each Party reserves the right to refuse or discontinue the use of any shared Facilities arrangement, regardless of who provides the Facilities (i.e., one of the Parties or a Third-Party). Notwithstanding the foregoing, this provision does not negate any obligations either Party may have regarding such Facilities, such as, but not limited to, financial obligations for an agreed upon term and notice provisions. 2.3.8 When a Party uses its own Facilities (either through self-provisioning, or through the purchase of Facilities from the other Party or from Third Parties) to deliver one-way IntraMTA Traffic from its network to the POI, such Party shall provide such Facilities at its sole cost and expense. Notwithstanding the foregoing, if the Parties agree to deliver Third Party Traffic in addition to IntraMTA Traffic on a land-to-mobile one-way Facility, then WSP shall be responsible for a portion of the Facility cost, based on the Shared Facility Factor listed in AT&T-12STATE’s Pricing Schedule or the quarterly percentage provided by AT&T SOUTHEAST REGION 9-STATE, as applicable.

TERMS AND COMPENSATION FOR USE OF FACILITIES. 2.3.1 Each Party shall be responsible for providing its own or leased transport Facilities to route calls to and from the POI. Each Party may construct its own Facilities, or it may purchase or lease the Facilities from a Third Party, or it may purchase or lease the Facilities from the other Party, if available, pursuant to applicable tariffs, General Exchange Price List or separate contract. Optional Payment Plans (“OPP”), High Cap Term Payment Plans (“HCTPP”), and Volume and Term discount plans are not available for transport Facilities pursuant to this Agreement. 2.3.2 The Parties will connect their networks (networks, i.e., to and from the AT&T-21STATE AT&T-22STATE Central Office Switch where the Facility connection is established) , using the interfaces as described in Section 2.1.2 above. 2.3.3 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to deliver land-to- mobile traffic that it receives from AT&T-21STATE AT&T-22STATE to a facilities-based Competitive Local Exchange Carrier (“CLEC”), or an Incumbent Local Exchange Carrier (“ILEC”), or an Out-of-Exchange Local Exchange Carrier (“OELEC”) or another CMRS provider other than WSP or an MVNO WSP, i.e., the final destination of land-to-mobile traffic delivered from AT&T-22STATE is WSP’s End-Users, and WSP or an MVNO may not forward any such traffic to any Third-Party. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.4 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to aggregate traffic from a facilities-based CLEC, or an ILEC, or another CMRS provider, or an OELEC, and use the Facilities to deliver such traffic to AT&T-21STATE (AT&T-22STATE, i.e., mobile-to-land traffic delivered from WSP to AT&T-21STATE AT&T-22STATE must be from WSP’s or MVNO’s End End-Users and may not be from any other Third Party). For the avoidance of doubt, traffic from another Telecommunication Carrier’s End Users end-users does not constitute Authorized Services traffic. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.5 AT&T-21STATE shall not have dedicated transport obligations for, nor shall it have any obligation to share the cost of, Facilities between the Parties’ networks that either cross a LATA boundary, or that are outside of the AT&T-21STATE franchise service area, or that exceed a distance of fourteen (14) miles (or the state’s defined local calling area, whichever is greater) from the AT&T-21STATE Central Office Switch where the Facility connection is established. 2.3.6 When WSP uses DS-1 Facilities provided by AT&T-21STATE to deliver traffic from its network and such DS-1 Facilities are (a) dedicated to the transmission of Authorized Services traffic between the Parties’ networks, and (b) are shared by the Parties, then the proportionate share of the cost of the Facilities for each Party shall be as provided below. If WSP obtains such Facilities from a Third Party, nothing herein shall obligate AT&T-21STATE to reimburse WSP for those Facilities. 2.3.6.1 The Parties’ use of shared Facilities, as described above, is reflected in the Shared Facility Factor listed in the Pricing Schedule attached hereto. The Shared Facility Factor is a percentage equal to the amount of all IntraMTA Traffic originated on AT&T-12STATE’s network, in the state, compared to the amount of all traffic, including Third Party Traffic, transported over the shared Facilities, in the state. All traffic will be based on Conversation MOUs, and is measured in total conversation time seconds, which is totaled at a state level, for the monthly billing cycle, and then rounded up to the next whole minute. 2.3.6.2 When WSP delivers Interconnection traffic originating on its network through Facilities and/or Trunks provided by AT&T-12STATE, WSP shall pay AT&T-12STATE for its share of the cost of such Facilities and/or Trunks, utilizing the Shared Facility Factor set forth in the Pricing Schedule attached hereto. The Shared Facility Factor represents AT&T-12STATE’s share of the costs; provided, however, that either Party may submit to the other Party a reasonably accurate and complete traffic study, or any other reasonable estimate of its traffic, with supporting justification for such estimate, and/or other network information that is reasonable to rely upon (“Shared Facility Information”) that the Parties will use to negotiate, in good faith, a different WSP-specific Shared Facility Factor. The Shared Facility Information must be WSP-specific and relate to WSP’s network in the state; it shall not be based on industry average data or the data of other Telecommunications Carriers. Once a new Shared Facility Factor has been negotiated and agreed upon, the Parties agree to file an Amendment to this Agreement with the Commission to reflect such factor within thirty (30) days of reaching agreement on the new Shared Facility Factor. Renegotiation of the WSP-specific Shared Facility Factor shall occur no more frequently than once every twelve (12) months. 2.3.6.3 AT&T SOUTHEAST REGION 9-STATE agrees to share proportionally in the recurring costs of any shared Facilities purchased by WSP from the applicable tariffs. AT&T SOUTHEAST REGION 9- STATE’s proportionate use of the Facilities is equal to the amount of all IntraMTA Traffic originated on AT&T SOUTHEAST REGION 9-STATE’s network in the state, compared to the amount of all traffic exchanged between the Parties in the state. 2.3.6.4 AT&T SOUTHEAST REGION 9-STATE will provide to WSP, on a quarterly basis, a percentage, representing AT&T SOUTHEAST REGION 9-STATE’s proportionate share of the Facilities. AT&T SOUTHEAST REGION 9-STATE will calculate and provide the Shared Facility Factor, and the actual traffic usage used to develop those factors, to WSP on a quarterly basis by the twentieth (20th) of January, April, July and October of each year. WSP agrees to utilize the Shared Facility Factor provided by AT&T SOUTHEAST REGION 9-STATE that represents the percent IntraMTA Traffic originated by AT&T SOUTHEAST REGION 9-STATE and terminated to WSP over a shared two-way local interconnection Facility and/or trunks. To determine the Shared Facility Factor charges owed by AT&T SOUTHEAST REGION 9-STATE to WSP, such Shared Facility Factor will be applied by WSP against the two-way local interconnection Facility and/or trunks charges billed by AT&T SOUTHEAST REGION 9-STATE to WSP. WSP has the right to review the Shared Facility Factor each quarter and negotiate changes as justified. However, any resulting changes to the Shared Facility Factor will be applied on a prospective basis. 2.3.6.5 AT&T SOUTHEAST REGION 9-STATE will ▇▇▇▇ WSP for the entire cost of the Facility. WSP will then apply AT&T SOUTHEAST REGION 9-STATE’s Facility percentage to the cost of the Facility to determine the amount WSP shall ▇▇▇▇ AT&T SOUTHEAST REGION 9-STATE. 2.3.7 Each Party reserves the right to refuse or discontinue the use of any shared Facilities arrangement, regardless of who provides the Facilities (i.e., one of the Parties or a Third-Party). Notwithstanding the foregoing, this provision does not negate any obligations either Party may have regarding such Facilities, such as, but not limited to, financial obligations for an agreed upon term and notice provisions. 2.3.8 When a Party uses its own Facilities (either through self-provisioning, or through the purchase of Facilities from the other Party or from Third Parties) to deliver one-way IntraMTA Traffic from its network to the POI, such Party shall provide such Facilities at its sole cost and expense. Notwithstanding the foregoing, if the Parties agree to deliver Third Party Traffic in addition to IntraMTA Traffic on a land-to-mobile one-way Facility, then WSP shall be responsible for a portion of the Facility cost, based on the Shared Facility Factor listed in AT&T-12STATE’s Pricing Schedule or the quarterly percentage provided by AT&T SOUTHEAST REGION 9-STATE, as applicable.

TERMS AND COMPENSATION FOR USE OF FACILITIES. 2.3.1 Each Party shall be responsible for providing its own or leased transport Facilities to route calls to and from the POI. Each Party may construct its own Facilities, or it may purchase or lease the Facilities from a Third Party, or it may purchase or lease the Facilities from the other Party, if available, pursuant to applicable tariffs, General Exchange Price List or separate contract. Optional Payment Plans (“OPP”), High Cap Term Payment Plans (“HCTPP”), and Volume and Term discount plans are not available for transport Facilities pursuant to this Agreement. 2.3.2 The Parties will connect their networks (i.e., to and from the AT&T-21STATE Central Office Switch where the Facility connection is established) using the interfaces as described in Section 2.1.2 above. 2.3.3 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to deliver land-to- mobile traffic that it receives from AT&T-21STATE to a facilities-based Competitive Local Exchange Carrier (“CLEC”), or an Incumbent Local Exchange Carrier (“ILEC”), or an Out-of-Exchange Local Exchange Carrier (“OELEC”) or another CMRS provider other than WSP or an MVNO and WSP or an MVNO may not forward any such traffic to any Third-Party. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.4 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to aggregate traffic from a facilities-based CLEC, or an ILEC, or another CMRS provider, or an OELEC, and use the Facilities to deliver such traffic to AT&T-21STATE (i.e., mobile-to-land traffic delivered from WSP to AT&T-21STATE must be from WSP’s or MVNO’s End Users and may not be from any other Third Party). For the avoidance of doubt, traffic from another Telecommunication Carrier’s End Users does not constitute Authorized Services traffic. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.5 AT&T-21STATE shall not have dedicated transport obligations for, nor shall it have any obligation to share the cost of, Facilities between the Parties’ networks that either cross a LATA boundary, or that are outside of the AT&T-21STATE franchise service area, or that exceed a distance of fourteen (14) miles (or the state’s defined local calling area, whichever is greater) from the AT&T-21STATE Central Office Switch where the Facility connection is established. 2.3.6 When WSP uses DS-1 Facilities provided by AT&T-21STATE to deliver traffic from its network and such DS-1 Facilities are (a) dedicated to the transmission of Authorized Services traffic between the Parties’ networks, and (b) are shared by the Parties, then the proportionate share of the cost of the Facilities for each Party shall be as provided below. If WSP obtains such Facilities from a Third Party, nothing herein shall obligate AT&T-21STATE to reimburse WSP for those Facilities. 2.3.6.1 The Parties’ use of shared Facilities, as described above, is reflected in the Shared Facility Factor listed in the Pricing Schedule attached hereto. The Shared Facility Factor is a percentage equal to the amount of all IntraMTA Traffic originated on AT&T-12STATE’s network, in the state, compared to the amount of all traffic, including Third Party Traffic, transported over the shared Facilities, in the state. All traffic will be based on Conversation MOUs, and is measured in total conversation time seconds, which is totaled at a state level, for the monthly billing cycle, and then rounded up to the next whole minute. 2.3.6.2 When WSP delivers Interconnection traffic originating on its network through Facilities and/or Trunks provided by AT&T-12STATE, WSP shall pay AT&T-12STATE for its share of the cost of such Facilities and/or Trunks, utilizing the Shared Facility Factor set forth in the Pricing Schedule attached hereto. The Shared Facility Factor represents AT&T-12STATE’s share of the costs; provided, however, that either Party may submit to the other Party a reasonably accurate and complete traffic study, or any other reasonable estimate of its traffic, with supporting justification for such estimate, and/or other network information that is reasonable to rely upon (“Shared Facility Information”) that the Parties will use to negotiate, in good faith, a different WSP-specific Shared Facility Factor. The Shared Facility Information must be WSP-specific and relate to WSP’s network in the state; it shall not be based on industry average data or the data of other Telecommunications Carriers. Once a new Shared Facility Factor has been negotiated and agreed upon, the Parties agree to file an Amendment to this Agreement with the Commission to reflect such factor within thirty (30) days of reaching agreement on the new Shared Facility Factor. Renegotiation of the WSP-specific Shared Facility Factor shall occur no more frequently than once every twelve (12) months. 2.3.6.3 AT&T SOUTHEAST REGION 9-STATE agrees to share proportionally in the recurring costs of any shared Facilities purchased by WSP from the applicable tariffs. AT&T SOUTHEAST REGION 9- STATE’s proportionate use of the Facilities is equal to the amount of all IntraMTA Traffic originated on AT&T SOUTHEAST REGION 9-STATE’s network in the state, compared to the amount of all traffic exchanged between the Parties in the state. 2.3.6.4 AT&T SOUTHEAST REGION 9-STATE will provide to WSP, on a quarterly basis, a percentage, representing AT&T SOUTHEAST REGION 9-STATE’s proportionate share of the Facilities. AT&T SOUTHEAST REGION 9-STATE will calculate and provide the Shared Facility Factor, and the actual traffic usage used to develop those factors, to WSP on a quarterly basis by the twentieth (20th) of January, April, July and October of each year. WSP agrees to utilize the Shared Facility Factor provided by AT&T SOUTHEAST REGION 9-STATE that represents the percent IntraMTA Traffic originated by AT&T SOUTHEAST REGION 9-STATE and terminated to WSP over a shared two-way local interconnection Facility and/or trunks. To determine the Shared Facility Factor charges owed by AT&T SOUTHEAST REGION 9-STATE to WSP, such Shared Facility Factor will be applied by WSP against the two-way local interconnection Facility and/or trunks charges billed Page 56 of 339 Contract Id: 8363332 by AT&T SOUTHEAST REGION 9-STATE to WSP. WSP has the right to review the Shared Facility Factor each quarter and negotiate changes as justified. However, any resulting changes to the Shared Facility Factor will be applied on a prospective basis. 2.3.6.5 AT&T SOUTHEAST REGION 9-STATE will ▇▇▇▇ bill WSP for the entire cost of the Facility. WSP will then apply AT&T SOUTHEAST REGION 9-STATE’s Facility percentage to the cost of the Facility to determine the amount WSP shall ▇▇▇▇ bill AT&T SOUTHEAST REGION 9-STATE. 2.3.7 Each Party reserves the right to refuse or discontinue the use of any shared Facilities arrangement, regardless of who provides the Facilities (i.e., one of the Parties or a Third-Party). Notwithstanding the foregoing, this provision does not negate any obligations either Party may have regarding such Facilities, such as, but not limited to, financial obligations for an agreed upon term and notice provisions. 2.3.8 When a Party uses its own Facilities (either through self-provisioning, or through the purchase of Facilities from the other Party or from Third Parties) to deliver one-way IntraMTA Traffic from its network to the POI, such Party shall provide such Facilities at its sole cost and expense. Notwithstanding the foregoing, if the Parties agree to deliver Third Party Traffic in addition to IntraMTA Traffic on a land-to-mobile one-way Facility, then WSP shall be responsible for a portion of the Facility cost, based on the Shared Facility Factor listed in AT&T-12STATE’s Pricing Schedule or the quarterly percentage provided by AT&T SOUTHEAST REGION 9-STATE, as applicable.

TERMS AND COMPENSATION FOR USE OF FACILITIES. 2.3.1 Each Party shall be responsible for providing its own or leased transport Facilities to route calls to and from the POI. Each Party may construct its own Facilities, or it may purchase or lease the Facilities from a Third Party, or it may purchase or lease the Facilities from the other Party, if available, pursuant to applicable tariffs, General Exchange Price List or separate contract. Optional Payment Plans (“OPP”), High Cap Term Payment Plans (“HCTPP”), and Volume and Term discount plans are not available for transport Facilities pursuant to this Agreement. 2.3.2 The Parties will connect their networks (i.e., to and from the AT&T-21STATE AT&T-22STATE Central Office Switch where the Facility connection is established) using the interfaces as described in Section 2.1.2 above. 2.3.3 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to deliver land-to- mobile traffic that it receives from AT&T-21STATE AT&T-22STATE to a facilities-based Competitive Local Exchange Carrier (“CLEC”), or an Incumbent Local Exchange Carrier (“ILEC”), or an Out-of-Exchange Local Exchange Carrier (“OELEC”) or another CMRS provider other than WSP or an MVNO (i.e., the final destination of land-to-mobile traffic delivered from AT&T-22STATE to WSP’s End Users) and WSP or an MVNO may not forward any such traffic to any Third-Party. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.4 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to aggregate traffic from a facilities-based CLEC, or an ILEC, or another CMRS provider, or an OELEC, and use the Facilities to deliver such traffic to AT&T-21STATE AT&T-22STATE (i.e., mobile-to-land traffic delivered from WSP to AT&T-21STATE AT&T-22STATE Page 51 of 247 365 WIRELESS, LLC must be from WSP’s or MVNO’s End Users and may not be from any other Third Party). For the avoidance of doubt, traffic from another Telecommunication Carrier’s End Users does not constitute Authorized Services traffic. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.5 AT&T-21STATE shall not have dedicated transport obligations for, nor shall it have any obligation to share the cost of, Facilities between the Parties’ networks that either cross a LATA boundary, or that are outside of the AT&T-21STATE franchise service area, or that exceed a distance of fourteen (14) miles (or the state’s defined local calling area, whichever is greater) from the AT&T-21STATE Central Office Switch where the Facility connection is established. 2.3.6 When WSP uses DS-1 Facilities provided by AT&T-21STATE to deliver traffic from its network and such DS-1 Facilities are (a) dedicated to the transmission of Authorized Services traffic between the Parties’ networks, and (b) are shared by the Parties, then the proportionate share of the cost of the Facilities for each Party shall be as provided below. If WSP obtains such Facilities from a Third Party, nothing herein shall obligate AT&T-21STATE to reimburse WSP for those Facilities. 2.3.6.1 The Parties’ use of shared Facilities, as described above, is reflected in the Shared Facility Factor listed in the Pricing Schedule attached hereto. The Shared Facility Factor is a percentage equal to the amount of all IntraMTA Traffic originated on AT&T-12STATE’s network, in the state, compared to the amount of all traffic, including Third Party Traffic, transported over the shared Facilities, in the state. All traffic will be based on Conversation MOUs, and is measured in total conversation time seconds, which is totaled at a state level, for the monthly billing cycle, and then rounded up to the next whole minute. 2.3.6.2 When WSP delivers Interconnection traffic originating on its network through Facilities and/or Trunks provided by AT&T-12STATE, WSP shall pay AT&T-12STATE for its share of the cost of such Facilities and/or Trunks, utilizing the Shared Facility Factor set forth in the Pricing Schedule attached hereto. The Shared Facility Factor represents AT&T-12STATE’s share of the costs; provided, however, that either Party may submit to the other Party a reasonably accurate and complete traffic study, or any other reasonable estimate of its traffic, with supporting justification for such estimate, and/or other network information that is reasonable to rely upon (“Shared Facility Information”) that the Parties will use to negotiate, in good faith, a different WSP-specific Shared Facility Factor. The Shared Facility Information must be WSP-specific and relate to WSP’s network in the state; it shall not be based on industry average data or the data of other Telecommunications Carriers. Once a new Shared Facility Factor has been negotiated and agreed upon, the Parties agree to file an Amendment to this Agreement with the Commission to reflect such factor within thirty (30) days of reaching agreement on the new Shared Facility Factor. Renegotiation of the WSP-specific Shared Facility Factor shall occur no more frequently than once every twelve (12) months. 2.3.6.3 AT&T SOUTHEAST REGION 9-STATE agrees to share proportionally in the recurring costs of any shared Facilities purchased by WSP from the applicable tariffs. AT&T SOUTHEAST REGION 9- STATE’s proportionate use of the Facilities is equal to the amount of all IntraMTA Traffic originated on AT&T SOUTHEAST REGION 9-STATE’s network in the state, compared to the amount of all traffic exchanged between the Parties in the state. 2.3.6.4 AT&T SOUTHEAST REGION 9-STATE will provide to WSP, on a quarterly basis, a percentage, representing AT&T SOUTHEAST REGION 9-STATE’s proportionate share of the Facilities. AT&T SOUTHEAST REGION 9-STATE will calculate and provide the Shared Facility Factor, and the actual traffic usage used to develop those factors, to WSP on a quarterly basis by the twentieth (20th) of January, April, July and October of each year. WSP agrees to utilize the Shared Facility Factor provided by AT&T SOUTHEAST REGION 9-STATE that represents the percent IntraMTA Traffic originated by AT&T SOUTHEAST REGION 9-STATE and terminated to WSP over a shared two-way local interconnection Facility and/or trunks. To determine the Shared Facility Factor charges owed by AT&T SOUTHEAST REGION 9-STATE to WSP, such Shared Facility Factor will be applied by WSP against the two-way local interconnection Facility and/or trunks charges billed by AT&T SOUTHEAST REGION 9-STATE to WSP. WSP has the right to review the Shared Facility Factor each quarter and negotiate changes as justified. However, any resulting changes to the Shared Facility Factor will be applied on a prospective basis. 2.3.6.5 AT&T SOUTHEAST REGION 9-STATE will ▇▇▇▇ WSP for the entire cost of the Facility. WSP will then apply AT&T SOUTHEAST REGION 9-STATE’s Facility percentage to the cost of the Facility to determine the amount WSP shall ▇▇▇▇ AT&T SOUTHEAST REGION 9-STATE. 2.3.7 Each Party reserves the right to refuse or discontinue the use of any shared Facilities arrangement, regardless of who provides the Facilities (i.e., one of the Parties or a Third-Party). Notwithstanding the foregoing, this provision does not negate any obligations either Party may have regarding such Facilities, such as, but not limited to, financial obligations for an agreed upon term and notice provisions. 2.3.8 When a Party uses its own Facilities (either through self-provisioning, or through the purchase of Facilities from the other Party or from Third Parties) to deliver one-way IntraMTA Traffic from its network to the POI, such Party shall provide such Facilities at its sole cost and expense. Notwithstanding the foregoing, if the Parties agree to deliver Third Party Traffic in addition to IntraMTA Traffic on a land-to-mobile one-way Facility, then WSP shall be responsible for a portion of the Facility cost, based on the Shared Facility Factor listed in AT&T-12STATE’s Pricing Schedule or the quarterly percentage provided by AT&T SOUTHEAST REGION 9-STATE, as applicable.

TERMS AND COMPENSATION FOR USE OF FACILITIES. 2.3.1 Each Party shall be responsible for providing its own or leased transport Facilities to route calls to and from the POI. Each Party may construct its own Facilities, or it may purchase or lease the Facilities from a Third Party, or it may purchase or lease the Facilities from the other Party, if available, pursuant to applicable tariffs, General Exchange Price List or separate contract. Optional Payment Plans (“OPP”), High Cap Term Payment Plans (“HCTPP”), and Volume and Term discount plans are not available for transport Facilities pursuant to this Agreement. 2.3.2 The Parties will connect their networks (i.e., to and from the AT&T-21STATE Central Office Switch where the Facility connection is established) using the interfaces as described in Section 2.1.2 above. 2.3.3 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to deliver land-to- mobile traffic that it receives from AT&T-21STATE to a facilities-based Competitive Local Exchange Carrier (“CLEC”), or an Incumbent Local Exchange Carrier (“ILEC”), or an Out-of-Exchange Local Exchange Carrier (“OELEC”) or another CMRS provider other than WSP or an MVNO and WSP or an MVNO may not forward any such traffic to any Third-Party. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.4 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to aggregate traffic from a facilities-based CLEC, or an ILEC, or another CMRS provider, or an OELEC, and use the Facilities to deliver such traffic to AT&T-21STATE (i.e., mobile-to-land traffic delivered from WSP to AT&T-21STATE CN:03292017-7376 000053 must be from WSP’s or MVNO’s End Users and may not be from any other Third Party). For the avoidance of doubt, traffic from another Telecommunication Carrier’s End Users does not constitute Authorized Services traffic. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.5 AT&T-21STATE shall not have dedicated transport obligations for, nor shall it have any obligation to share the cost of, Facilities between the Parties’ networks that either cross a LATA boundary, or that are outside of the AT&T-21STATE franchise service area, or that exceed a distance of fourteen (14) miles (or the state’s defined local calling area, whichever is greater) from the AT&T-21STATE Central Office Switch where the Facility connection is established. 2.3.6 When WSP uses DS-1 Facilities provided by AT&T-21STATE to deliver traffic from its network and such DS-1 Facilities are (a) dedicated to the transmission of Authorized Services traffic between the Parties’ networks, and (b) are shared by the Parties, then the proportionate share of the cost of the Facilities for each Party shall be as provided below. If WSP obtains such Facilities from a Third Party, nothing herein shall obligate AT&T-21STATE to reimburse WSP for those Facilities. 2.3.6.1 The Parties’ use of shared Facilities, as described above, is reflected in the Shared Facility Factor listed in the Pricing Schedule attached hereto. The Shared Facility Factor is a percentage equal to the amount of all IntraMTA Traffic originated on AT&T-12STATE’s network, in the state, compared to the amount of all traffic, including Third Party Traffic, transported over the shared Facilities, in the state. All traffic will be based on Conversation MOUs, and is measured in total conversation time seconds, which is totaled at a state level, for the monthly billing cycle, and then rounded up to the next whole minute. 2.3.6.2 When WSP delivers Interconnection traffic originating on its network through Facilities and/or Trunks provided by AT&T-12STATE, WSP shall pay AT&T-12STATE for its share of the cost of such Facilities and/or Trunks, utilizing the Shared Facility Factor set forth in the Pricing Schedule attached hereto. The Shared Facility Factor represents AT&T-12STATE’s share of the costs; provided, however, that either Party may submit to the other Party a reasonably accurate and complete traffic study, or any other reasonable estimate of its traffic, with supporting justification for such estimate, and/or other network information that is reasonable to rely upon (“Shared Facility Information”) that the Parties will use to negotiate, in good faith, a different WSP-specific Shared Facility Factor. The Shared Facility Information must be WSP-specific and relate to WSP’s network in the state; it shall not be based on industry average data or the data of other Telecommunications Carriers. Once a new Shared Facility Factor has been negotiated and agreed upon, the Parties agree to file an Amendment to this Agreement with the Commission to reflect such factor within thirty (30) days of reaching agreement on the new Shared Facility Factor. Renegotiation of the WSP-specific Shared Facility Factor shall occur no more frequently than once every twelve (12) months. 2.3.6.3 AT&T SOUTHEAST REGION 9-STATE agrees to share proportionally in the recurring costs of any shared Facilities purchased by WSP from the applicable tariffs. AT&T SOUTHEAST REGION 9- STATE’s proportionate use of the Facilities is equal to the amount of all IntraMTA Traffic originated on AT&T SOUTHEAST REGION 9-STATE’s network in the state, compared to the amount of all traffic exchanged between the Parties in the state. 2.3.6.4 AT&T SOUTHEAST REGION 9-STATE will provide to WSP, on a quarterly basis, a percentage, representing AT&T SOUTHEAST REGION 9-STATE’s proportionate share of the Facilities. AT&T SOUTHEAST REGION 9-STATE will calculate and provide the Shared Facility Factor, and the actual traffic usage used to develop those factors, to WSP on a quarterly basis by the twentieth (20th) of January, April, July and October of each year. WSP agrees to utilize the Shared Facility Factor provided by AT&T SOUTHEAST REGION 9-STATE that represents the percent IntraMTA Traffic originated by AT&T SOUTHEAST REGION 9-STATE and terminated to WSP over a shared two-way local interconnection Facility and/or trunks. To determine the Shared Facility Factor charges owed by AT&T SOUTHEAST REGION 9-STATE to WSP, such Shared Facility Factor will be applied by WSP against the two-way local interconnection Facility and/or trunks charges billed CN:03292017-7376 000054 by AT&T SOUTHEAST REGION 9-STATE to WSP. WSP has the right to review the Shared Facility Factor each quarter and negotiate changes as justified. However, any resulting changes to the Shared Facility Factor will be applied on a prospective basis. 2.3.6.5 AT&T SOUTHEAST REGION 9-STATE will ▇▇▇▇ bill WSP for the entire cost of the Facility. WSP will then apply AT&T SOUTHEAST REGION 9-STATE’s Facility percentage to the cost of the Facility to determine the amount WSP shall ▇▇▇▇ bill AT&T SOUTHEAST REGION 9-STATE. 2.3.7 Each Party reserves the right to refuse or discontinue the use of any shared Facilities arrangement, regardless of who provides the Facilities (i.e., one of the Parties or a Third-Party). Notwithstanding the foregoing, this provision does not negate any obligations either Party may have regarding such Facilities, such as, but not limited to, financial obligations for an agreed upon term and notice provisions. 2.3.8 When a Party uses its own Facilities (either through self-provisioning, or through the purchase of Facilities from the other Party or from Third Parties) to deliver one-way IntraMTA Traffic from its network to the POI, such Party shall provide such Facilities at its sole cost and expense. Notwithstanding the foregoing, if the Parties agree to deliver Third Party Traffic in addition to IntraMTA Traffic on a land-to-mobile one-way Facility, then WSP shall be responsible for a portion of the Facility cost, based on the Shared Facility Factor listed in AT&T-12STATE’s Pricing Schedule or the quarterly percentage provided by AT&T SOUTHEAST REGION 9-STATE, as applicable.

TERMS AND COMPENSATION FOR USE OF FACILITIES. 2.3.1 Each Party shall be responsible for providing its own or leased transport Facilities to route calls to and from the POI. Each Party may construct its own Facilities, or it may purchase or lease the Facilities from a Third Party, or it may purchase or lease the Facilities from the other Party, if available, pursuant to applicable tariffs, General Exchange Price List or separate contract. Optional Payment Plans (“OPP”), High Cap Term Payment Plans (“HCTPP”), and Volume and Term discount plans are not available for transport Facilities pursuant to this Agreement. 2.3.2 The Parties will connect their networks (i.e., to and from the AT&T-21STATE Central Office Switch where the Facility connection is established) using the interfaces as described in Section 2.1.2 above. 2.3.3 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to deliver land-to- mobile traffic that it receives from AT&T-21STATE to a facilities-based Competitive Local Exchange Carrier (“CLEC”), or an Incumbent Local Exchange Carrier (“ILEC”), or an Out-of-Exchange Local Exchange Carrier (“OELEC”) or another CMRS provider other than WSP or an MVNO MVNO, and WSP or an MVNO may not forward any such traffic to any Third-Party. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.4 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to aggregate traffic from a facilities-based CLEC, or an ILEC, or another CMRS provider, or an OELEC, and use the Facilities to deliver such traffic to AT&T-21STATE (i.e., mobile-to-land traffic delivered from WSP to AT&T-21STATE must be from WSP’s or MVNO’s End Users and may not be from any other Third Party). For the avoidance of doubt, traffic from another any other Telecommunication Carrier’s End Users does not constitute Authorized Services traffic. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.5 AT&T-21STATE shall not have dedicated transport obligations for, nor shall it have any obligation to share the cost of, Facilities between the Parties’ networks that either cross a LATA boundary, or that are outside of the AT&T-21STATE franchise service area, or that exceed a distance of fourteen (14) miles (or the state’s defined local calling area, whichever is greater) from the AT&T-21STATE Central Office Switch where the Facility connection is established. 2.3.6 When WSP uses DS-1 Facilities provided by AT&T-21STATE to deliver traffic from its network and such DS-1 Facilities are (a) dedicated to the transmission of Authorized Services traffic between the Parties’ networks, and (b) are shared by the Parties, then the proportionate share of the cost of the Facilities for each Party shall be as provided below. If WSP obtains such Facilities from a Third Party, nothing herein shall obligate AT&T-21STATE to reimburse WSP for those Facilities. 2.3.6.1 The Parties’ use of shared Facilities, as described above, is reflected in the Shared Facility Factor listed in the Pricing Schedule attached hereto. The Shared Facility Factor is a percentage equal to the amount of all IntraMTA Traffic originated on AT&T-12STATE’s network, in the state, compared to the amount of all traffic, including Third Party Traffic, transported over the shared Facilities, in the state. All traffic will be based on Conversation MOUs, and is measured in total conversation time seconds, which is totaled at a state level, for the monthly billing cycle, and then rounded up to the next whole minute. 2.3.6.2 When WSP delivers Interconnection traffic originating on its network through Facilities and/or Trunks provided by AT&T-12STATE, WSP shall pay AT&T-12STATE for its share of the cost of such Facilities and/or Trunks, utilizing the Shared Facility Factor set forth in the Pricing Schedule attached hereto. The Shared Facility Factor represents AT&T-12STATE’s share of the costs; provided, however, that either Party may submit to the other Party a reasonably accurate and complete traffic study, or any other reasonable estimate of its traffic, with supporting justification for such estimate, and/or other network information that is reasonable to rely upon (“Shared Facility Information”) that the Parties will use to negotiate, in good faith, a different WSP-specific Shared Facility Factor. The Shared Facility Information must be WSP-specific and relate to WSP’s network in the state; it shall not be based on industry average data or the data of other Telecommunications Carriers. Once a new Shared Facility Factor has been negotiated and agreed upon, the Parties agree to file an Amendment to this Agreement with the Commission to reflect such factor within thirty (30) days of reaching agreement on the new Shared Facility Factor. Renegotiation of the WSP-specific Shared Facility Factor shall occur no more frequently than once every twelve (12) months. 2.3.6.3 AT&T SOUTHEAST REGION 9-STATE agrees to share proportionally in the recurring costs of any shared Facilities purchased by WSP from the applicable tariffs. AT&T SOUTHEAST REGION 9- STATE’s proportionate use of the Facilities is equal to the amount of all IntraMTA Traffic originated on AT&T SOUTHEAST REGION 9-STATE’s network in the state, compared to the amount of all traffic exchanged between the Parties in the state. 2.3.6.4 AT&T SOUTHEAST REGION 9-STATE will provide to WSP, on a quarterly basis, a percentage, representing AT&T SOUTHEAST REGION 9-STATE’s proportionate share of the Facilities. AT&T SOUTHEAST REGION 9-STATE will calculate and provide the Shared Facility Factor, and the actual traffic usage used to develop those factors, to WSP on a quarterly basis by the twentieth (20th) of January, April, July and October of each year. WSP agrees to utilize the Shared Facility Factor provided by AT&T SOUTHEAST REGION 9-STATE that represents the percent IntraMTA Traffic originated by AT&T SOUTHEAST REGION 9-STATE and terminated to WSP over a shared two-way local interconnection Facility and/or trunks. To determine the Shared Facility Factor charges owed by AT&T SOUTHEAST REGION 9-STATE to WSP, such Shared Facility Factor will be applied by WSP against the two-way local interconnection Facility and/or trunks charges billed by AT&T SOUTHEAST REGION 9-STATE to WSP. WSP has the right to review the Shared Facility Factor each quarter and negotiate changes as justified. However, any resulting changes to the Shared Facility Factor will be applied on a prospective basis. 2.3.6.5 AT&T SOUTHEAST REGION 9-STATE will ▇▇▇▇ WSP for the entire cost of the Facility. WSP will then apply AT&T SOUTHEAST REGION 9-STATE’s Facility percentage to the cost of the Facility to determine the amount WSP shall ▇▇▇▇ AT&T SOUTHEAST REGION 9-STATE. 2.3.7 Each Party reserves the right to refuse or discontinue the use of any shared Facilities arrangement, regardless of who provides the Facilities (i.e., one of the Parties or a Third-Party). Notwithstanding the foregoing, this provision does not negate any obligations either Party may have regarding such Facilities, such as, but not limited to, financial obligations for an agreed upon term and notice provisions. 2.3.8 When a Party uses its own Facilities (either through self-provisioning, or through the purchase of Facilities from the other Party or from Third Parties) to deliver one-way IntraMTA Traffic from its network to the POI, such Party shall provide such Facilities at its sole cost and expense. Notwithstanding the foregoing, if the Parties agree to deliver Third Party Traffic in addition to IntraMTA Traffic on a land-to-mobile one-way Facility, then WSP shall be responsible for a portion of the Facility cost, based on the Shared Facility Factor listed in AT&T-12STATE’s Pricing Schedule or the quarterly percentage provided by AT&T SOUTHEAST REGION 9-STATE, as applicable.

TERMS AND COMPENSATION FOR USE OF FACILITIES. 2.3.1 Each Party shall be responsible for providing its own or leased transport Facilities to route calls to and from the POI. Each Party may construct its own Facilities, or it may purchase or lease the Facilities from a Third Party, or it may purchase or lease the Facilities from the other Party, if available, pursuant to applicable tariffs, General Exchange Price List or separate contract. Optional Payment Plans (“OPP”), High Cap Term Payment Plans (“HCTPP”), and Volume and Term discount plans are not available for transport Facilities pursuant to this Agreement. 2.3.2 The Parties will connect their networks (i.e., to and from the AT&T-21STATE Central Office Switch where the Facility connection is established) using the interfaces as described in Section 2.1.2 above. 2.3.3 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to deliver land-to- to-mobile traffic that it receives from AT&T-21STATE to a facilities-based Competitive Local Exchange Carrier (“CLEC”), or an Incumbent Local Exchange Carrier (“ILEC”), or an Out-of-Exchange Local Exchange Carrier (“OELEC”) or another CMRS provider other than WSP or an MVNO and WSP or an MVNO may not forward any such traffic to any Third-Party. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.4 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to aggregate traffic from a facilities-based CLEC, or an ILEC, or another CMRS provider, or an OELEC, and use the Facilities to deliver such traffic to AT&T-21STATE (i.e., mobile-to-land traffic delivered from WSP to AT&T-21STATE must CN:05132019-9387 000053 be from WSP’s or MVNO’s End Users and may not be from any other Third Party). For the avoidance of doubt, traffic from another Telecommunication Carrier’s End Users does not constitute Authorized Services traffic. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.5 AT&T-21STATE shall not have dedicated transport obligations for, nor shall it have any obligation to share the cost of, Facilities between the Parties’ networks that either cross a LATA boundary, or that are outside of the AT&T-21STATE franchise service area, or that exceed a distance of fourteen (14) miles (or the state’s defined local calling area, whichever is greater) from the AT&T-21STATE Central Office Switch where the Facility connection is established. 2.3.6 When WSP uses DS-1 Facilities provided by AT&T-21STATE to deliver traffic from its network and such DS-1 DS- 1 Facilities are (a) dedicated to the transmission of Authorized Services traffic between the Parties’ networks, and (b) are shared by the Parties, then the proportionate share of the cost of the Facilities for each Party shall be as provided below. If WSP obtains such Facilities from a Third Party, nothing herein shall obligate AT&T-21STATE AT&T- 21STATE to reimburse WSP for those Facilities. 2.3.6.1 The Parties’ use of shared Facilities, as described above, is reflected in the Shared Facility Factor listed in the Pricing Schedule attached hereto. The Shared Facility Factor is a percentage equal to the amount of all IntraMTA Traffic originated on AT&T-12STATE’s network, in the state, compared to the amount of all traffic, including Third Party Traffic, transported over the shared Facilities, in the state. All traffic will be based on Conversation MOUs, and is measured in total conversation time seconds, which is totaled at a state level, for the monthly billing cycle, and then rounded up to the next whole minute. 2.3.6.2 When WSP delivers Interconnection traffic originating on its network through Facilities and/or Trunks provided by AT&T-12STATE, WSP shall pay AT&T-12STATE for its share of the cost of such Facilities and/or Trunks, utilizing the Shared Facility Factor set forth in the Pricing Schedule attached hereto. The Shared Facility Factor represents AT&T-12STATE’s share of the costs; provided, however, that either Party may submit to the other Party a reasonably accurate and complete traffic study, or any other reasonable estimate of its traffic, with supporting justification for such estimate, and/or other network information that is reasonable to rely upon (“Shared Facility Information”) that the Parties will use to negotiate, in good faith, a different WSP-specific Shared Facility Factor. The Shared Facility Information must be WSP-specific and relate to WSP’s network in the state; it shall not be based on industry average data or the data of other Telecommunications Carriers. Once a new Shared Facility Factor has been negotiated and agreed upon, the Parties agree to file an Amendment to this Agreement with the Commission to reflect such factor within thirty (30) days of reaching agreement on the new Shared Facility Factor. Renegotiation of the WSP-specific Shared Facility Factor shall occur no more frequently than once every twelve (12) months. 2.3.6.3 AT&T SOUTHEAST REGION 9-STATE agrees to share proportionally in the recurring costs of any shared Facilities purchased by WSP from the applicable tariffs. AT&T SOUTHEAST REGION 9- STATE’s proportionate use of the Facilities is equal to the amount of all IntraMTA Traffic originated on AT&T SOUTHEAST REGION 9-STATE’s network in the state, compared to the amount of all traffic exchanged between the Parties in the state. 2.3.6.4 AT&T SOUTHEAST REGION 9-STATE will provide to WSP, on a quarterly basis, a percentage, representing AT&T SOUTHEAST REGION 9-STATE’s proportionate share of the Facilities. AT&T SOUTHEAST REGION 9-STATE will calculate and provide the Shared Facility Factor, and the actual traffic usage used to develop those factors, to WSP on a quarterly basis by the twentieth (20th) of January, April, July and October of each year. WSP agrees to utilize the Shared Facility Factor provided by AT&T SOUTHEAST REGION 9-STATE that represents the percent IntraMTA Traffic originated by AT&T SOUTHEAST REGION 9-STATE and terminated to WSP over a shared two-way local interconnection Facility and/or trunks. To determine the Shared Facility Factor charges owed by AT&T SOUTHEAST REGION 9-STATE to WSP, such Shared Facility Factor will be applied by WSP against the two-way local interconnection Facility and/or trunks charges billed by AT&T SOUTHEAST REGION 9-STATE to WSP. WSP has the right to review the Shared Facility Factor CN:05132019-9387 000054 each quarter and negotiate changes as justified. However, any resulting changes to the Shared Facility Factor will be applied on a prospective basis. 2.3.6.5 AT&T SOUTHEAST REGION 9-STATE will ▇▇▇▇ bill WSP for the entire cost of the Facility. WSP will then apply AT&T SOUTHEAST REGION 9-STATE’s Facility percentage to the cost of the Facility to determine the amount WSP shall ▇▇▇▇ bill AT&T SOUTHEAST REGION 9-STATE. 2.3.7 Each Party reserves the right to refuse or discontinue the use of any shared Facilities arrangement, regardless of who provides the Facilities (i.e., one of the Parties or a Third-Party). Notwithstanding the foregoing, this provision does not negate any obligations either Party may have regarding such Facilities, such as, but not limited to, financial obligations for an agreed upon term and notice provisions. 2.3.8 When a Party uses its own Facilities (either through self-provisioning, or through the purchase of Facilities from the other Party or from Third Parties) to deliver one-way IntraMTA Traffic from its network to the POI, such Party shall provide such Facilities at its sole cost and expense. Notwithstanding the foregoing, if the Parties agree to deliver Third Party Traffic in addition to IntraMTA Traffic on a land-to-mobile one-way Facility, then WSP shall be responsible for a portion of the Facility cost, based on the Shared Facility Factor listed in AT&T-12STATE’s Pricing Schedule or the quarterly percentage provided by AT&T SOUTHEAST REGION 9-9- STATE, as applicable.

TERMS AND COMPENSATION FOR USE OF FACILITIES. 2.3.1 Each Party shall be responsible for providing its own or leased transport Facilities to route calls to and from the POI. Each Party may construct its own Facilities, or it may purchase or lease the Facilities from a Third Party, or it may purchase or lease the Facilities from the other Party, if available, pursuant to applicable tariffs, General Exchange Price List or separate contract. Optional Payment Plans (“OPP”), High Cap Term Payment Plans (“HCTPP”), and Volume and Term discount plans are not available for transport Facilities pursuant to this Agreement. 2.3.2 The Parties will connect their networks (i.e., to and from the AT&T-21STATE Central Office Switch where the Facility connection is established) using the interfaces as described in Section 2.1.2 above. 2.3.3 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to deliver land-to- mobile traffic that it receives from AT&T-21STATE to a facilities-based Competitive Local Exchange Carrier (“CLEC”), or an Incumbent Local Exchange Carrier (“ILEC”), or an Out-of-Exchange Local Exchange Carrier (“OELEC”) or another CMRS provider other than WSP or an MVNO and WSP or an MVNO may not forward any such traffic to any Third-Party. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.4 Nothing in this Agreement shall be construed as authorizing WSP to use the Facilities to aggregate traffic from a facilities-based CLEC, or an ILEC, or another CMRS provider, or an OELEC, and use the Facilities to deliver such traffic to AT&T-21STATE (i.e., mobile-to-land traffic delivered from WSP to AT&T-21STATE CN:04072021-10285 000052 must be from WSP’s or MVNO’s End Users and may not be from any other Third Party). For the avoidance of doubt, traffic from another Telecommunication Carrier’s End Users does not constitute Authorized Services traffic. WSP’s use of the Facilities in violation of this section is a material breach of the Agreement. 2.3.5 AT&T-21STATE shall not have dedicated transport obligations for, nor shall it have any obligation to share the cost of, Facilities between the Parties’ networks that either cross a LATA boundary, or that are outside of the AT&T-21STATE franchise service area, or that exceed a distance of fourteen (14) miles (or the state’s defined local calling area, whichever is greater) from the AT&T-21STATE Central Office Switch where the Facility connection is established. 2.3.6 When WSP uses DS-1 Facilities provided by AT&T-21STATE to deliver traffic from its network and such DS-1 Facilities are (a) dedicated to the transmission of Authorized Services traffic between the Parties’ networks, and (b) are shared by the Parties, then the proportionate share of the cost of the Facilities for each Party shall be as provided below. If WSP obtains such Facilities from a Third Party, nothing herein shall obligate AT&T-21STATE to reimburse WSP for those Facilities. 2.3.6.1 The Parties’ use of shared Facilities, as described above, is reflected in the Shared Facility Factor listed in the Pricing Schedule attached hereto. The Shared Facility Factor is a percentage equal to the amount of all IntraMTA Traffic originated on AT&T-12STATE’s network, in the state, compared to the amount of all traffic, including Third Party Traffic, transported over the shared Facilities, in the state. All traffic will be based on Conversation MOUs, and is measured in total conversation time seconds, which is totaled at a state level, for the monthly billing cycle, and then rounded up to the next whole minute. 2.3.6.2 When WSP delivers Interconnection traffic originating on its network through Facilities and/or Trunks provided by AT&T-12STATE, WSP shall pay AT&T-12STATE for its share of the cost of such Facilities and/or Trunks, utilizing the Shared Facility Factor set forth in the Pricing Schedule attached hereto. The Shared Facility Factor represents AT&T-12STATE’s share of the costs; provided, however, that either Party may submit to the other Party a reasonably accurate and complete traffic study, or any other reasonable estimate of its traffic, with supporting justification for such estimate, and/or other network information that is reasonable to rely upon (“Shared Facility Information”) that the Parties will use to negotiate, in good faith, a different WSP-specific Shared Facility Factor. The Shared Facility Information must be WSP-specific and relate to WSP’s network in the state; it shall not be based on industry average data or the data of other Telecommunications Carriers. Once a new Shared Facility Factor has been negotiated and agreed upon, the Parties agree to file an Amendment to this Agreement with the Commission to reflect such factor within thirty (30) days of reaching agreement on the new Shared Facility Factor. Renegotiation of the WSP-specific Shared Facility Factor shall occur no more frequently than once every twelve (12) months. 2.3.6.3 AT&T SOUTHEAST REGION 9-STATE agrees to share proportionally in the recurring costs of any shared Facilities purchased by WSP from the applicable tariffs. AT&T SOUTHEAST REGION 9- STATE’s proportionate use of the Facilities is equal to the amount of all IntraMTA Traffic originated on AT&T SOUTHEAST REGION 9-STATE’s network in the state, compared to the amount of all traffic exchanged between the Parties in the state. 2.3.6.4 AT&T SOUTHEAST REGION 9-STATE will provide to WSP, on a quarterly basis, a percentage, representing AT&T SOUTHEAST REGION 9-STATE’s proportionate share of the Facilities. AT&T SOUTHEAST REGION 9-STATE will calculate and provide the Shared Facility Factor, and the actual traffic usage used to develop those factors, to WSP on a quarterly basis by the twentieth (20th) of January, April, July and October of each year. WSP agrees to utilize the Shared Facility Factor provided by AT&T SOUTHEAST REGION 9-STATE that represents the percent IntraMTA Traffic originated by AT&T SOUTHEAST REGION 9-STATE and terminated to WSP over a shared two-way local interconnection Facility and/or trunks. To determine the Shared Facility Factor charges owed by AT&T SOUTHEAST REGION 9-STATE to WSP, such Shared Facility Factor will be applied by WSP against the two-way local interconnection Facility and/or trunks charges billed CN:04072021-10285 000053 by AT&T SOUTHEAST REGION 9-STATE to WSP. WSP has the right to review the Shared Facility Factor each quarter and negotiate changes as justified. However, any resulting changes to the Shared Facility Factor will be applied on a prospective basis. 2.3.6.5 AT&T SOUTHEAST REGION 9-STATE will ▇▇▇▇ bill WSP for the entire cost of the Facility. WSP will then apply AT&T SOUTHEAST REGION 9-STATE’s Facility percentage to the cost of the Facility to determine the amount WSP shall ▇▇▇▇ bill AT&T SOUTHEAST REGION 9-STATE. 2.3.7 Each Party reserves the right to refuse or discontinue the use of any shared Facilities arrangement, regardless of who provides the Facilities (i.e., one of the Parties or a Third-Party). Notwithstanding the foregoing, this provision does not negate any obligations either Party may have regarding such Facilities, such as, but not limited to, financial obligations for an agreed upon term and notice provisions. 2.3.8 When a Party uses its own Facilities (either through self-provisioning, or through the purchase of Facilities from the other Party or from Third Parties) to deliver one-way IntraMTA Traffic from its network to the POI, such Party shall provide such Facilities at its sole cost and expense. Notwithstanding the foregoing, if the Parties agree to deliver Third Party Traffic in addition to IntraMTA Traffic on a land-to-mobile one-way Facility, then WSP shall be responsible for a portion of the Facility cost, based on the Shared Facility Factor listed in AT&T-12STATE’s Pricing Schedule or the quarterly percentage provided by AT&T SOUTHEAST REGION 9-STATE, as applicable.