Common use of Underutilization and Termination with Liability Clause in Contracts

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, If Customer's Total Service Charges do not meet or exceed the AVCAVC in any Contract Year during the Initial Term, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" equal to 75% of the unmet AVC. If Customer's Total Service Charges do not reach the AVC in any Contract Year because the Agreement is terminated early by the Customer without Cause; or by Company for Cause, Customer shall pay an amount “Early Termination Charge” equal to 25% of the difference between the unmet AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Credit: Customer will receive a credit two credits, each equal to $130,000.00 9,000.00, plus applicable Taxes and a second credit equal to $120,000.00Governmental Charges, to be applied against the Customer’s designated Services Service Charges incurred for Interstate and International Services and any other services Services mutually agreed agreeable by Company and Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: Checkbook 2004 (Fund DepositOption) On the Network V Cross Connect Promotion On the Network V Lit Building Access Promotion Conferencing Super Saver Promotion Term: 36 months The Customer will receive may extend the Agreement for an additional period of 12 months (“Extended Term”) upon written notice to the Company of its intent to extend the Agreement at least 60 day prior to the end of the Extended Term and the other provides written acceptance within 30 days of receiving such extension request. At the end of the Initial Term, the Extended Term or the Additional Extended Term, the Agreement shall be automatically extended on a credit of month-to-month basis until either party terminates it upon 30 days prior written notice (“Month to Month Term”). Term Volume Commitment (“TVC”): The Customer agrees to pay the Company no less than $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 1,800,000.00 in Total Service Charges equal one of during the levels below, Customer shall receive the corresponding Achievement CreditsTerm. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to pay a minimum monthly recurring charge of $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges3,221.63 the OC-3 Minimum for Metro Private Line Service.

Underutilization and Termination with Liability. If, in any Contract Year during upon conclusion of the Initial Term, Customer's Total Service Charges do not meet or exceed are less than the AVCTerm Volume Commitment, then Customer shall will pay: (1) all accrued but unpaid Total Service Charges and other charges incurred by Customer; and (2) an underutilization charge (which Customer hereby agrees is reasonable) equal to the difference between Customer's Total Service Charges during the Initial Term and the Term Volume Commitment. Upon the conclusion of each Contract Year of the Renewal Term, if Customer’s Total Service Charges are less than the Renewal Term Commitment for that Contract Year, then Customer will pay: (1) all accrued by unpaid Total Service Charges and other charges incurrent by Customer, and (2) an underutilization charge (which Customer hereby agrees is reasonable) equal to the different between Customer’s Total Service Charges during that Contract Year and the Renewal Term Commitment. If Customer terminates this Agreement during the Term other for Cause or (2) Verizon terminates the Agreement in accordance with subparts (c), (f), or (g) of the Service Schedule Two, Customer wiII pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid and other charges incurred under this Agreement, and through the date of such termination; (b) an amount (which Customer hereby agrees is reasonable) equal to 25% eighty percent (80%) of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end aggregate of the Term Volume Commitment or Renewal Term Commitment as applicable that would have been applicable for reasons other than Cause; or (b) the Company terminates remaining unexpired portion of the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through Term on the date off of such termination, plus termination (iic) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00hereunder, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00unless otherwise, to be applied to Customer’s Fund account. Achievement Credits: If during any contract yearin full, Customer's annual Total Service Charges equal one without setoff or deduction specified (exclusive of the levels belowInterstate Service Credits, Customer shall receive if any); plus (d) the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred aggregate termination charges, payable to any third party suppliers, if any, for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Chargeswhich Verizon is or becomes contractually liable in connection with such termination.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer Initial Term: 36 months Commencing on the 2nd Amendment Effective Date, the Schedule F Term will receive start anew and continue for a credit equal to $130,000.00 period of 36 months. Commencing on the 18th Amendment Effective Date, the Schedule F Term will start anew and continue for a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customerperiod of 12 months. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one Upon expiration of the levels belowSchedule F Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit Schedule F Term will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by automatically extended on a month-to-month basis unless either party terminates the Company and Customer. Award Agreement upon at least sixty (60) days written notice prior to the end of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Chargesthe Initial Term (“Extended Term”).

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00500, to be applied to Customer’s Fund account. Achievement CreditsPromotions: If during any contract yearThe Customer is eligible for the following promotions as set forth in the Guide: REGIONAL CHECKBOOK – MONTHLY OPTION – 2 YEARS GENERAL INSTALLATION WAIVER PROMOTION Initial Term: 36 months Commencing on the 2nd Amendment Effective Date, Customer's annual the Term will be extended for a period of 6 months following the expiration of the Initial Term. Commencing on the 9th Amendment Effective Date, the Initial Term will begin anew and continue for a period of 24 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates the Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate the Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment: Customer agrees to pay Company no less than $84,000 in Total Service Charges equal one during each contract year. Commencing on the 3rd Amendment Effective Date and for the remainder of the levels belowTerm, Customer shall receive the corresponding Achievement Credits. The Achievement Credit Customer’s new AVC will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International 144,000 in Total Service Charges, or a pro rata portion thereof for any partial contract year. Commencing on the 9th Amendment Effective Date and for the remainder of the Term, Customer’s new AVC will be $160,000 in Total Service Charges, or a pro rata portion thereof for any partial contract year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2550% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Customer Initial Term: 24 months Commencing on the 1st Amendment Effective Date, the Term will receive start anew and continue for a credit equal period of 24 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 120,000.00 in Total Service Charges equal one (“AVC”) during each contract year of the levels belowTerm. Commencing on the 1st Amendment Effective Date and for the remainder of the Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit Customer’s new AVC will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International 500,000.00 in Total Service Charges, or a pro rata portion thereof for any partial Contract Year. Commencing on the 7th Amendment Effective Date and for the remainder of the Term, Customer’s new AVC will be $1,000,000.00 in Total Service Charges, or a pro rata portion thereof for any partial Contract Year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer Term: 12 months Upon expiration of the Term, the Agreement will receive be automatically extended on a credit equal month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 18,000.00 in Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2575% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 2575% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive three (3) credits equal to $32,832.00, to be applied against the Customer's designated Service Charges incurred for Ethernet Access and any other services mutually agreeable by the Company and the Customer. Provided that Customer executes and delivers the Agreement to Company no later than an agreed upon date, Customer shall receive a credit equal to $130,000.00 and a second credit equal to $120,000.0010,000.00, to be applied against the Customer’s designated Services Service Charges incurred for Interstate and International Services and any other services Services mutually agreed agreeable by Company and Customer. Fund DepositWaivers: Customer Installation Waiver: Company will receive waive the one-time installation charges associated with the implementation of Services within the 48 contiguous States of the U.S. provided under this Agreement except for the following services: (i) eDSL, (ii) VPN, (iii) Internet Dedicated OC3, OC12, OC48, Gig-E, (iv) PTT / third party services (including International Access and Company International), (v) Data Center, (vi) Paging, (vii) Managed Services, (viii) CPE, (ix) Enhanced Call Routing, (x) Local Disaster Recovery, (xi) Audio, Video and Net Conferencing, (xii) Voice over IP Services, (xiii) Security Services, (xiv) Non-Listing/Non-Published Service, (xv) Telecommunications Service Priority, and (xvi) Services provided by Company incumbent local exchange carriers (“ILECs”) or by Cellco Partnership and its affiliates d/b/a credit of $60,000.00Company Wireless. Usage charges, to monthly recurring charges, expedite charges, change charges, surcharges, charges for an unlisted or non-published number, any charges imposed by third parties (including access, egress, jack, or wiring charges), taxes or tax-like surcharges, or other Governmental Charges will not be applied to waived. Toll Free Waiver: Company will waive Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred monthly recurring charges for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service ChargesTime-of-Day/Time-of-Interval Routing; Cross Corporate Identification Routing (CCID); Day-of-Week Routing; Exchange Routing; Geographic/Point-of-Call Routing; Percentage Allocation Routing per Toll Free Number.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer Term: 36 months Upon expiration of the Term, the Agreement will receive be automatically extended on a credit equal month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 84,000.00 in Total Service Charges equal one Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of the levels belowExtended Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated ’s Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by must equal or exceed one-twelfth (1/12) of the Company and CustomerAVC. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges.Data:

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one following the expiration of the levels belowRamp Period Upon expiration of the Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit Agreement will be applied against Customer's designated Total Service Charges incurred automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award a period of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges24 months.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, the Customer's Total Service Charges do not meet or exceed the AVC, then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and the Customer's Total Service Charges during that Contract Year. If If, in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid usage and other charges incurred under this Agreement, and (b) an “Underutilization Charge” equal to an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by the Customer. Credits: One Time Credit: Customer will receive a usage credit equal to $130,000.00 2,142.00, plus applicable Taxes and a second credit equal to $120,000.00Governmental Charges, to be applied against the Customer’s designated Services Service Charges incurred for Interstate and International Services and any other services Services mutually agreed agreeable by Company and Customer. Fund DepositMonitoring Condition: In order to receive the Usage Credit, Customer must maintain at least 1 DS1 U.S. Private Line circuits originating and terminating at 1 CLLI code location mutually agreeable by Company and Customer, for the period of 1 year following the Amendment Effective Date. If Customer fails to satisfy the condition, Company reserves the right to rescind the Usage Credit, which ▇▇▇▇▇▇▇▇ agrees to execute, and ▇▇▇▇▇▇▇▇ agrees to repayment to Company the $2,142.00 Usage Credit. Customer will receive a one credit of equal to $60,000.005,000, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services Services and any other services Services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit one-time credit equal to $50,000.00, plus Taxes and Governmental Charges15,000.00, to be applied against the Customer’s designated Service Charges incurred for Interstate and International Total Service Charges.Services and any other Services mutually agreeable by Company and Customer. Checkbook Credit: The Customer will receive a checkbook Promotion Credit being equal to $35,000.00. The Customer acknowledges that posting of these credits will satisfy the Company’s obligations under the Checkbook Promotion provision. Waivers:

Underutilization and Termination with Liability. If, in any Contract Year or portion thereof during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, AVC or pro rata portion then Customer Customer’s shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC or (pro rata portion) and Customer's Total Service Charges during that Contract YearYear of portion thereof. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGITAL T1 ACCESS REGIONAL CHECKBOOK 2004-2 YEAR (CREDIT OPTION) INSTALL WAIVER-DOMESTIC PRIVATE LINE ON THE NETWORK III LIT BUILDING ACCESS Term and Renewal Options: The term is 24 months (“Initial Term”). The agreement will receive be automatically extended (“Extension Term”) on a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one month-to-month basis upon expiration of the levels belowInitial Term, Customer shall receive unless either party has delivered written notice of its intent to terminate the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by agreement at least 60 days prior to the Company and Customer. Award end of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Chargesthe Initial Term.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER – DIGITIAL T1 ACCESS CONFERENCE SAVER PROMOTION Initial Term: 12 months Commencing on the 3rd Amendment Effective Date, the Term will receive start anew and continue for a credit equal period of 12 months. Commencing on the 5th Amendment Effective Date, the Term will start anew and continue for a period of 12 months. Commencing on the 6th Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Commencing on the 8th Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Commencing on the 11th Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party provides written notice to terminate Agreement at least 60 days prior to the end of this Term (“Extended Term”). Minimum Volume Commitment (“AVC”): Customer agrees to pay Company no less than $130,000.00 and a second credit equal to $120,000.00240,000 in Total Service Charges during each contract year of the Initial Term. Commencing on the 5th Amendment Effective Date, to be applied against Customer’s designated Services AVC will be $3,500,000 in Total Service Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any each contract year, or a pro rata portion thereof for any partial contract year. Commencing on the 6th Amendment Effective Date, Customer's annual ’s AVC requirement (set forth above) is replaced with a TVC requirement (set forth below): Commencing on the 6th Amendment Effective Date and in lieu of the AVC commitment, Customer agrees to pay Company $1,500,000 in Total Service Charges equal one during the remaining 24 month Term (“TVC”). During each monthly billing period of the levels belowExtended Term (if any), Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated ’s Total Service Charges incurred for Interstate must equal or exceed 1/24th of the TVC (“Extended Term Monthly Minimum”). Commencing on the 11th Amendment Effective Date and International services and any other services mutually agreeable by in lieu of the AVC commitment, Customer agrees to pay Company and Customer$12,000,000 in Total Service Charges during the Initial Term of the Agreement (“TVC”). Award During each monthly billing period of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00the Extended Term (if any), plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service ChargesCharges must equal or exceed 1/36th of the TVC. Commencing on the 14th Amendment Effective Date and in lieu of the AVC commitment, Customer agrees to pay Company $14,000,000 in Total Service Charges during the Initial Term of the Agreement (“TVC”).

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Customer Upon expiration of the Term, the Agreement will receive be automatically extended on a credit equal month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00370,000.00 During each monthly billing period of the Extended Term, to be applied against the Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges must equal one or exceed one-twelfth (1/12) of the levels AVC. During each “Contract Year” (as defined below) commencing on the 6th Amendment Effective Date, Customer shall receive agrees to pay Company no less than the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated following amounts in Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by during each Contract Year (each, the Company and Customer. Award of Achievement Credit“AVC”): Contract Year 1: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges.370,000 Contract Year 2: $370,000 Contract Year 3: $730,000

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: VERIZON BUSINESS SERVICES 90 DAY SATISFACTION GUARANTEE Term: 36 months Upon expiration of the Term, the Agreement will receive be automatically extended on a credit equal month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 65,000.00 in Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement.

Underutilization and Termination with Liability. If, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that such Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid usage and other charges incurred under this Agreement, and (b) an amount “Underutilization Charge” equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before during the end of the Initial Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year (and a pro rata portion thereof for any partial Contract Year) remaining in the term, unexpired portion of the Initial Term on the date of such termination plus (iiiii) a pro rata portion of any and all installation waive credits, sign-up credits, or up front credits received by Customerprovided to Customer under this Agreement. One-Time Credit: Provided that Customer will executes and delivers the Agreement to Company no later than an agreed upon date, Customer shall receive a credit equal to $130,000.00 and a second credit equal to $120,000.005,000, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit which will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges.. Waiver(s):

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred is eligible for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Depositthe following promotions as set forth in the Guide: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement CreditsREGIONAL CHECKBOOK 2004 (FUND OPTION) VERIZON BUSINESS SERVICES BILLING GUARANTEE ON THE NETWORK IV LIT BUILDING ACCESS PROMOTION INTRALATA PIC FEE CREDIT PROMOTION INTERLATA LONG DISTANCE PIC FEE CREDIT PROMOTION LD VOICE-INTERSTATE 1-30 PROMOTION (1 YEAR TERM) Term: If during any contract year, Customer's annual Total Service Charges equal one 36 months following the expiration of the levels belowRamp Period Upon expiration of the Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit Agreement will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the Company and Customerend of the Initial Term (“Extended Term”). Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00During the Extended Term, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Chargeseither party may terminate this Agreement upon at least sixty (60) days prior written notice.

Underutilization and Termination with Liability. IfIf Customer's Total Service Charges do not reach the AVC, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Yearunmet AVC. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of reach the AVC then in any Contract Year because the Agreement is terminated early by Customer without Cause or by the Company with Cause, Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) pay an amount “Early Termination Charge” equal to 25% of the difference between 1/12 of the unmet AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund DepositCredits: Usage Credits: Customer will receive a credit of two credits, each equal to $60,000.003,600, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services Services mutually agreeable agreed upon by the Company Customer and Customerthe Company. Award Term: 12 months Upon expiration of Achievement Credit: Customer the Term, the Agreement will receive an Achievement Credit equal be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International 36,000.00 in Total Service Charges Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of the Extended Term, Customer’s Total Service Charges must equal or exceed one-twelfth (1/12) of the AVC.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. One-Time Credits: The Customer will receive a $20,000 credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against ALL Customer’s designated Services Service Charges incurred for Interstate and International Services and any other services mutually Services agreed upon by Company the Customer and Customerthe Company. Fund Deposit: Customer will receive a credit of two credits each equal to $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be 3,500 applied against Customer's designated Total Service Charges incurred for Interstate Services and International Services and any other services mutually agreed upon by the Customer and the Company. The Customer will receive a $80,000 credit applied against ALL Customer’s Service Charges incurred for Interstate and International services Services and any other services mutually agreeable Services agreed upon by the Company Customer and Customerthe Company. Award of Achievement CreditLocal Service – CLEC Credit Based on Local Usage: Customer will receive an Achievement Credit a credit equal to $50,000.0030% multiplied times Customer’s Tariffed usage charges and MRCs for Local Service and Local and Long Distance Service Bundles under this Service Attachment excluding EUCL charges, Operator Service Charges and Directory Assistance. The resulting dollar amount of the credit will be applied to Customer's Total Service Charges (plus Taxes and Governmental Chargesequipment charges), excluding charges for intrastate telecommunications service. This credit will be reflected on Customer’s invoice, adjustment memo or other billing document within two billing cycles after the billing cycle on which it is based. Notwithstanding the foregoing, in no event may the amount of such credit exceed Customer's Total Service Charges (plus equipment charges) – excluding charges for intrastate telecommunications service – for the monthly billing period in which that credit is to be applied against Customer’s Interstate and International Total Service Chargesapplied. Waivers.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25100% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25100% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive two credits each equal to $35,000.00 to be applied against Customer's designated Service Charges incurred for Interstate Services. Provided that Customer executes and delivers the Agreement to Company no later than an agreed upon date, Customer shall receive a credit equal to $130,000.00 10,382.00, plus applicable Taxes and a second credit equal to $120,000.00Governmental Charges, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit which will be applied against Customer's designated Total Service Charges incurred for Interstate and International services Services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Provided that Customer will executes and delivers the Agreement to Company no later than an agreed upon date, Customer shall receive an Achievement Credit equal to $50,000.0036,000.00, plus applicable Taxes and Governmental Charges, to which will be applied against Customer’s 's designated Total Service Charges incurred for Interstate and International Total Service ChargesServices and other services mutually agreeable by Company and Customer. Waivers: Installation Waiver: Company will waive the one-time installation charges associated with the implementation of Services within the 48 contiguous States of the U.S. provided under this Agreement except for ECR Service, usage charges, monthly recurring charges, expedite charges, change charges, surcharges, charges for an unlisted or non-published number, any charges imposed by third parties (including access, egress, jack, or wiring charges), taxes or tax-like surcharges, or other Governmental Charges will not be waived.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred is eligible for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Depositthe following promotions as set forth in the Guide: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement CreditsREGIONAL CHECKBOOK 2004 (FUND OPTION) COMPANY BUSINESS SERVICES BILLING GUARANTEE ON THE NETWORK IV LIT BUILDING ACCESS PROMOTION INTRALATA PIC FEE CREDIT PROMOTION INTERLATA LONG DISTANCE PIC FEE CREDIT PROMOTION LD VOICE-INTERSTATE 1-30 PROMOTION (1 YEAR TERM) Term: If during any contract year, Customer's annual Total Service Charges equal one 36 months following the expiration of the levels belowRamp Period Upon expiration of the Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit Agreement will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the Company and Customerend of the Initial Term (“Extended Term”). Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00During the Extended Term, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Chargeseither party may terminate this Agreement upon at least sixty (60) days prior written notice.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER – DIGITAL T1 ACCESS Term and Renewal Options: The term is 60 months (Term). Provided that the Customer is in compliance with its obligations under the agreement, at the Customer's written request at least sixty (60) days prior to the end of the Term, following the expiration of the Term, the Customer may continue to receive services at the rates and discounts provided herein for up to four (4) months (the "Ramp Down Period"). During the Ramp Down Period, the terms and conditions of this agreement will apply except that (i) the MVR will not apply, and (ii) the Company may reduce the reporting, service level agreements and account team support to the standard levels available in the Guide or Tariffs. Minimum Annual Volume Commitment (“MVR”): The Customer will receive a credit equal to pay the Company no less than $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If 3,750,000 in service usage charges during any contract year, Customer's each annual Total Service Charges equal one period of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service ChargesTerm.

Underutilization and Termination with Liability. IfIf Customer's Total Service Charges do not reach the AVC, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 2550% of the difference between the AVC and Customer's Total Service Charges during that Contract Yearunmet AVC. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of reach the AVC then in any Contract Year because the Agreement is terminated early by Customer without Cause or by the Company with Cause, Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) pay an amount “Early Termination Charge” equal to 2550% of the difference between 1/12 of the unmet AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer Promotions: INSTALL WAIVER – DIGITAL T1 ACCESS REGIONAL CHECKBOOK 2004 – 3 YEAR (CREDIT OPTION) INSTALL WAIVER – DOMESTIC PRIVATE LINE Initial Term: 24 months Commencing on the 4th Amendment Effective Date, the Initial Term will receive start anew and continue for a credit equal period of 36 months. Commencing on the 5th Amendment Effective Date, the Initial Term will start anew and continue for a period of 36 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 850,000 in Total Service Charges equal one (“AVC”) during each contract year of the levels belowTerm. Commencing on the 1st Amendment Effective Date and for the remainder of the Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit Customer’s new AVC will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International 1,000,000.00 in Total Service Charges, or a pro rata portion thereof for any partial contract year. Commencing on the 3rd Amendment Effective Date and for the remainder of the Term, Customer’s new AVC will be $1,200,000.00 in Total Service Charges, or a pro rata portion thereof for any partial contract year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2550% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Customer Initial Term: 12 months Commencing on the 2nd Amendment Effective Date, the Term will receive be extended for a credit equal period of 24 months following the expiration of the Initial Term. Commencing on the 5th Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates the Agreement upon at least thirty (30) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate the Agreement upon at least thirty (30) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 150,000 in Total Service Charges equal one (“AVC”) during each contract year of the levels below, Term. Annual Volume Commitment: Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated agrees to pay Company no less than $1,800,000 in Total Service Charges incurred in each twelve-month period following the 19th Amendment Effective Date (“Contract Year”)., which is the Annual Volume Commitment (“AVC”). Commencing on the 5th Amendment Effective Date and for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award remainder of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00the Term, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International new AVC will be $1,500,000 in Total Service Charges, or a pro rata portion thereof for any partial contract year.

Underutilization and Termination with Liability. If, in any Contract Year If during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVCTVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2575% of the difference between the AVC TVC and Customer's Total Service Charges during that Contract Yearthe Initial Term. If If, in any monthly billing period during the Extended Term, the Customer’s 's Total Service Charges do not meet or exceed 1/12 1/36th of the AVC TVC then the Customer shall pay: (a) all accrued but unpaid usage and other charges incurred under this Agreement, and (b) an amount "Underutilization Charge" equal to 2575% of the difference between 1/12 1/36th of the AVC TVC and the Customer’s 's Total Service Charges during such monthly billing period. If If: (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause pursuant to the Section entitled “Termination,” then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTVC remaining, plus (iii) a pro rata portion of any and all credits received by CustomerCustomer (other than billing adjustment credits, if any, refunds for overcharges or credits, or reimbursements for service level failures). Option: 101863403 Rev Feb 13 Amendment 1 Company Name: PDT PARTNERS Contract ID of Main/Original Agreement: 101863403 Contract ID of Amendment: A0820703 Amendment Number: 2 Customer Signature Date of Main Agreement: 12/27/2012 Customer Signature Date of Amendment: 04/02/2013 Type of Agreement: WSA Date: 04/05/2013 Drafter’s Name: ▇▇▇▇▇ ▇▇▇▇▇▇ Initial Term: 12 months These Global Terms are binding on Customer Signatory upon the Commencement Date and on the Company Signatory upon its execution of these Global Terms and shall continue in force for the Global Agreement Period of one (1) year, and thereafter on a month-to-month basis, unless and until terminated in accordance with the Termination and Suspension clause below. Annual Volume Commitment: Customer agrees to pay Company no less than $240,000 in Contributing Charges in each Contract Year, which is the annual volume commitment or “AVC” Customer will receive a credit equal to pay Company $130,000.00 and a second credit equal to $120,000.00240,000 in Contributing Charges in each Contract Year, to be applied against Customer’s designated Services Charges incurred which is the “AVC” for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges1 Contract Year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25100% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25100% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive a credit three credits each equal to $130,000.00 and a second credit equal to $120,000.00, to be 20,000 applied against Customer’s 's designated Services Service Charges incurred for Interstate and International Services and any other services mutually agreed upon by Company the Customer and Customerthe Company. Fund Deposit: Customer will receive a credit of two credits each equal to $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be 15,000 applied against Customer's designated interstate and international Services. Promotion: The Customer is eligible for the following promotion as set forth in the Guide: Term: 36 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $600,000.00 in Total Service Charges. During each monthly billing period of the Extended Term, Customer’s Total Service Charges incurred must equal or exceed one-twelfth (1/12) of the AVC. Commencing on the 1st Amendment Effective Date and for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award remainder of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00the Term, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International new AVC will be $300,000 in Total Service Charges.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, If Customer's Total Service Charges do not meet or exceed reach the AVC, then in any contract year during the Initial Term; Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 2550% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing periodunmet AVC. If (a) Customer’s terminates the Customer terminates this Agreement agreement before the end of the Term for reasons other than Cause; Cause or (b) the Company terminates the Agreement for Cause then the Customer will pay, pay within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an and amount equal to 25% of 50%of the unsatisfied AVC remaining during the year of the termination, termination and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. One Time Credits: Signing Credit: Customer will receive a credit equal to $130,000.00 20,000.00 plus applicable Taxes and a second credit equal to $120,000.00Governmental Charges ("Signing Credit"), to which will be applied against Customer’s designated Services Total Service Charges in the second (2nd) month following this Agreement's Effective Date. Notwithstanding any other provision to the contrary in the Agreement, the application of the Signing Credit does not reduce the Total Service Charges calculated under the Agreement. Customer must designate, in writing, within 30 calendar days from execution of this contract, where credits are to be applied in full, or Company may elect to apply the credit to the oldest Customer balances. The credit may be divided among no more than 10 interstate account numbers, and will be applied against Customer's Total Service Charges incurred for Interstate interstate and International Services international services. If Customer's interstate and international Total Service Charges for such monthly billing period are less than the credit, the excess amount of such credit will be applied to Customer's interstate and international Total Service Charges in the next consecutive monthly billing period(s) until the full credit amount has been applied. One-Time Credit: Customer will receive a credit equal to $400,000.00 plus applicable Taxes and Governmental Charges ("One Time Credit), which will be applied against Customer's Total Service Charges in April of 2017. Notwithstanding any other services mutually agreed by provision to the contrary in the Agreement, the application of the One-time Credit does not reduce the Total Service Charges calculated under the Agreement. Customer must designate, in writing, within 30 calendar days from execution of this contract, where credits are to be applied in full, or Company may elect to apply the credit to the oldest Customer balances. The credit may be divided among no more than 10 Interstate account numbers, and will be applied against Customer's Total Service Charges incurred for interstate and international services. Fund Deposit: If Customer's interstate and international Total Service Charges for such monthly billing period are less than the credit, the excess amount of such credit will be applied to Customer's interstate and international Total Service Charges in the next consecutive monthly billing period(s) until the full credit amount has been applied. Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit 400,000 which will be applied against Customer's designated ’s Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award in June of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges2017.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, If Customer's Total Service Charges do not meet or exceed reach the AVC, then in any contract year during the Initial Term; Customer shall paypay an “Underutilization Charge” equal to 75% of the unmet AVC. If: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this the Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, pay within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) termination an amount equal to 2575% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, Term plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: Company Business Services Install Guarantee General Installation Waiver Promotion – v5.0 Initial Term: 30 months Upon mutual agreement of the parties, Customer may extend the Term of this Agreement for up to two separate and additional renewal periods of 12 months (each, an “Extension Term”). In each instance, Customer must give Company notice of its intent to extend the Term no less than 60 days prior to the end of the Initial Term or the first Extension Term, if applicable and thereafter obtain Company’s agreement to such extension. Upon the completion of the Initial Term or an Extension Term, if applicable, the Agreement is automatically extended on a month-to-month basis until either party terminates it upon 60 days prior written notice. The terms of this Agreement will receive a credit equal continue to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If apply during any contract year, Customer's annual service-specific commitments that extend beyond the Term. Minimum Volume Commitment (“MVC”): Customer agrees to pay Company no less than $11,400,000.00 in Total Service Charges equal one of for Monthly Periods 1-12 following the levels belowEffective Date, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated no less than $9,400,000.00 in Total Service Charges incurred for Interstate Monthly Periods 13-24 following the Effective Date and International services and any other services mutually agreeable by no less than $4,700,000.00 in Total Service Charges for Monthly Periods 25-30 following the Effective Date. In the event the Parties elect to exercise the Extension Term(s), then Customer agrees to pay Company and Customerno less than $9,400,000.00 in Total Service Charges for each of the Extension Terms. Award of Achievement Credit: Customer will receive an Achievement Credit equal In the event this Agreement goes into month to month status, ▇▇▇▇▇▇▇▇ agrees to pay Company no less than $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International 783,333.00 per month in Total Service Charges.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: COMPANY BUSINESS SERVICES 90 DAY SATISFACTION GUARANTEE Term: 36 months Upon expiration of the Term, the Agreement will receive be automatically extended on a credit equal month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 65,000.00 in Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2550% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Initial Term: 36 months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): Customer will receive a credit equal agrees to pay Company no less than $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 84,000.00 in Total Service Charges equal one during each Contract Year. During each monthly billing period of the levels belowExtended Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated ’s Total Service Charges incurred must equal or exceed one-twelfth (1/12) of the AVC. Commencing on the 2nd Amendment Effective Date and for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award remainder of Achievement Credit: Customer the Term, ▇▇▇▇▇▇▇▇’s new AVC will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International as follows in Total Service Charges., or a pro rata portion thereof for any partial contract year: Contract Year 1 - $84,000 Contract Year 2 - $152,000 Contract Year 3 - $200,000

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25100% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25100% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Usage Credits. Customer will receive a credit two credits each equal to $130,000.00 and a second credit equal to $120,000.00, 35,000 to be applied against Customer’s designated Services Charges incurred for Interstate in the 6th, and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one 18th month of the levels belowTerm, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate Services Waiver: Installation Waiver: Company will waive the one-time installation charges associated with the implementation of Services within the 48 contiguous States of the U.S. provided under this Agreement except for ECR Service, usage charges, monthly recurring charges, expedite charges, change charges, surcharges, charges for an unlisted or non-published number, any charges imposed by third parties (including access, egress, jack, or wiring charges), taxes or tax-like surcharges, or other Governmental Charges will not be waived. Network Connection Waiver. The Company will waive the monthly recurring Network Connection Charge. Paper Media Charge Waiver. The Company will waive the paper media charge. LD VOICE – INTERSTATE I-30 PROMOTION (2 YEAR TERM) Term and International services Renewal Options: The "Initial Term" begins on the Effective Date and ends upon the completion of thirty-six (36) months following the Second Amendment Effective Date. Customer shall have the right upon written notice not later than thirty (30) days prior to expiration of the Initial Term (or the first Extended Period, as applicable) to extend the Agreement and some or all of the Services hereunder for two (2) additional six (6) month periods (each an “Extended Period”, and collectively, the “Extended Term”; together with the Initial Term, the “Term”) at the rates, fees and charges applicable to Customer hereunder. Service-specific terms are set forth in the Service Attachments. Any service-specific term commitments that extend beyond the Term will continue after the end of the Term, and commitments made during the Term survive the Agreement. The terms of this Agreement will continue to apply during such service-specific terms that extend beyond the Term. Notwithstanding anything in this Agreement to the contrary, Customer may terminate this Agreement upon sixty (60) days prior written notice without liability to Company for any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Underutilization Charges or Early Termination Charges upon Customer will receive an Achievement Credit equal to expending Twenty Million Dollars ($50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International 20,000,000.00) in Total Service ChargesCharges during this Agreement’s Term (the “Total Term Commitment”); provided, however, that in the event of termination in accordance with the foregoing, Customer shall pay, within thirty (30) days after such termination, all accrued but unpaid charges incurred through the date of such termination.

Underutilization and Termination with Liability. IfIf Customer's Total Service Charges do not reach the AVC, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Yearunmet AVC. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of reach the AVC then in any Contract Year because the Agreement is terminated early by Customer without Cause or by the Company with Cause, Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) pay an amount “Early Termination Charge” equal to 25% of the difference between 1/12 of the unmet AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Except as otherwise set forth in a Service Attachment, ▇▇▇▇▇▇▇▇ agrees to pay all Company charges (except Disputed amounts, as defined below) within thirty (30) days of Customer’s receipt of the invoice. Payments must be made at the address designated on the invoice or other such place as Company may designate. Amounts not paid or Disputed on or before thirty (30) days from Customer’s receipt of the invoice shall be considered past due, and Customer will receive agrees to pay a credit late payment charge equal to $130,000.00 and the lesser of: (a) one-half percent (1.5%) per month, or (b) the amount indicated in a second credit equal to $120,000.00Service Attachment, to be or (c) the maximum amount allowed by applicable law, as applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customerthe past due amounts. Fund DepositTerm: Customer 36 months Upon expiration of the Term, the Agreement will receive be automatically extended on a credit month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 12,000.00 in Total Service Charges equal one Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of the levels belowExtended Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated ’s Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by must equal or exceed one-twelfth (1/12) of the Company and CustomerAVC. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00Commencing on the Second Amendment Effective Date, plus Taxes and Governmental Charges, to be applied against the Customer’s Interstate and International minimum AVC will be $120,000 in Total Service Charges, or a pro rata portion thereof for any partial Contract Year.

Underutilization and Termination with Liability. IfIf Customer's Total Service Charges do not reach the AVC, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Yearunmet AVC. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of reach the AVC then in any Contract Year because the Agreement is terminated early by Customer without Cause or by the Company with Cause, Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) pay an amount “Early Termination Charge” equal to 25% of the difference between 1/12 of the unmet AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Term: 24 months following the expiration of the Ramp Period The Ramp Period shall begin on the Effective Date and continue for a period of three (3) months following the Effective Date. Commencing with the Effective Date and at all times during the Ramp Period thereafter, Customer will receive the rates, discounts, charges and credits set forth herein and will not be subject to the AVC. Upon expiration of the Term, the Agreement will be automatically extended on a credit equal month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 60,000.00 in Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes (defined above); (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. Commencing on the First Amendment Effective Date, the Customer’s minimum AVC will be $95,000 in Total Service Charges, or a pro rata portion thereof for any partial Contract Year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, the Customer's Total Service Charges do not meet or exceed the AVC, then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and the Customer's Total Service Charges during that the Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by the Customer. Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00If during the Term Extension, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of do not meet or exceed the levels belowTEVC, then Customer shall receive pay: (a) all accrued but unpaid charges incurred under the corresponding Achievement Credits. The Achievement Credit will be applied against Agreement, and (b) an “Underutilization Charge” in an amount equal to the difference between the TEVC and Customer's designated ’s Total Service Charges incurred during the Term Extension. If: (a) Customer terminates this Agreement before the end of the Term Extension, for Interstate and International services and any reasons other services mutually agreeable by the than Cause; or (b) Company and Customer. Award of Achievement Credit: terminates this Agreement for Cause, then Customer will receive pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an Achievement Credit amount equal to $50,000.00the unsatisfied TEVC remaining during the Term Extension, plus Taxes (iii) a pro rata portion of any and Governmental Charges, to be applied against all credits received by Customer’s Interstate and International Total Service Charges.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer Term: 36 months Upon expiration of the Term, the Agreement will receive be automatically extended on a credit equal month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 80,000.00 in Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2550% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Customer Initial Term: 12 months Commencing on the 2nd Amendment Effective Date, the Term will receive be extended for a credit equal period of 24 months following the expiration of the Initial Term. Commencing on the 5th Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates the Agreement upon at least thirty (30) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate the Agreement upon at least thirty (30) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 150,000 in Total Service Charges equal one (“AVC”) during each contract year of the levels belowTerm. Commencing on the 5th Amendment Effective Date and for the remainder of the Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit Customer’s new AVC will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International 1,500,000 in Total Service Charges, or a pro rata portion thereof for any partial contract year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, If Customer's Total Service Charges do not meet or exceed reach the AVC, then in any contract year during the Initial Term, Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Yearunmet AVC. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this the Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, pay within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) termination an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, Term plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund DepositLocal Service – CLEC Credit Based on Local Usage: Customer will receive a credits ranging from 25% to 29% multiplied times Customer’s Tariffed usage charges and MRCs for Local Service and Local and Long Distance Service Bundles under this Service Attachment excluding EUCL charges, Operator Service Charges and Directory Assistance. The resulting dollar amount of the credit of $60,000.00, to will be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below(plus equipment charges), Customer shall receive the corresponding Achievement Creditsexcluding charges for intrastate telecommunications service. The Achievement Credit This credit will be applied against reflected on Customer’s invoice, adjustment memo or other billing document within two billing cycles after the billing cycle on which it is based. Notwithstanding the foregoing, in no event may the amount of such credit exceed Customer's designated Total Service Charges incurred (plus equipment charges) – excluding charges for Interstate and International services and any other services mutually agreeable by intrastate telecommunications service – for the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, monthly billing period in which that credit is to be applied against Except as otherwise set forth in a Service Attachment, Customer agrees to pay all the Company charges (except Disputed amounts, as defined below) within 60 days of Customer’s Interstate receipt of the invoice. Payments must be made at the address designated on the invoice or other such place as the Company may designate. Amounts not paid or Disputed on or before thirty (30) days from Customer’s receipt of the invoice shall be considered past due, and International Total Customer agrees to pay a late payment charge equal to the lesser of: (a) 1.5% per month, or (b) the amount indicated in a Service Charges.Attachment, or (c) the maximum amount allowed by applicable law, as applied against the past due amounts. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: General Installation Waiver Promotion – v 5.0

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAVIER-DOMESTIC PRIVATE LINE REGIONAL CHECKBOOK-MONTHLY OPTION- 2 YEARS Term: 36 months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. The Ramp Period shall begin on the Effective Date and continue for a period of six (6) months following the Effective Date. Commencing with the Effective Date and at all times during the Ramp Period thereafter, Customer will receive a credit equal the rates, discounts, charges and credits set forth herein and will not be subject to the AVC. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 600,000.00 in Total Service Charges equal one Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes (defined above); (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Verizon ILEC services (d) Verizon Wireless charges, (e) charges incurred for goods or services where Verizon acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Verizon (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of the levels belowExtended Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated ’s Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by must equal or exceed one-twelfth (1/12) of the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service ChargesAVC.

Underutilization and Termination with Liability. If, in any Contract Year If during the Initial Term, the Customer's ’s Total Service Charges do not meet or exceed the AVCTVC, then Customer shall pay as its sole liability for failure to meet the TVC during the Initial Term: (a) all accrued but unpaid charges (except for Disputed amounts) incurred under this Agreement; and (b) an “Underutilization Charge” in an amount equal to twenty-five percent (25%) of the difference between the TVC and Customer’s Total Service Charges during the Initial Term. In addition, if during the First Extended Term, Customer’s Total Service Charges do not meet or exceed the Extended Term Volume Commitment, then Customer shall pay: (a) all accrued but unpaid charges under this Agreement; and (b) an “Underutilization Charge” in an amount equal to twenty-five percent (25%) of the difference between the Extended Term Volume Commitment and Customer’s Total Service Charges during the First Extended Term. If during the Second Extended Term, Customer’s Total Service Charges do not meet or exceed the Extended Term Volume Commitment, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "“Underutilization Charge" ” in an amount equal to twenty-five percent (25% %) of the difference between the AVC Second Extended Term Volume Commitment and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service ChargesSecond Extended Term.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of reach the AVC then in any Contract Year during the Initial Term; Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) pay an amount "Underutilization Charge" equal to 25% of the difference between 1/12 of the AVC and the unmet AVC. If Customer’s Total Service Charges during such monthly billing period. If (a) do not reach the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates AVC in any Contract Year because the Agreement for is terminated early by Customer without Cause then the or by Verizon with Cause, Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) shall pay an amount “Early Termination Charge” equal to 25% of the unsatisfied unmet AVC remaining during for the year of the termination, termination and for each subsequent Contract Year remaining in the term, Initial Term plus (iii) a pro rata portion of any and all credits received by Customer. Early Termination Charges: If Customer will receive cancels or terminates any Service under this Agreement in whole or in part prior to December 31, 2010, Customer shall pay to Verizon a credit termination charge equal to the applicable monthly rate for the terminated Service multiplied by the number of months remaining in the unexpired portion of the Initial Term, plus any waived NRC, in addition to any amounts owed for service already received. Any such termination liability charge shall be due and payable in one lump sum within thirty (30) days of billing. Initial Term: 36 months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates the Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate the Agreement upon at least sixty (60) days prior written notice. Commencing upon the expiration of the Initial Term, the Initial Term will start anew and continue for a period of 36 months. Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 1,000,000.00 in Total Service Charges equal one (“AVC”) during each contract year of the levels belowTerm. Commencing on the 4th Amendment Effective Date, Customer shall receive the corresponding Achievement Credits. The Achievement Credit Customer’s new AVC will be applied against Customer's designated Total Service Charges incurred $800,000 for Interstate the existing Contract Year and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Chargesall subsequent Contract Years.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause then the Customer will pay, within 30 thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAVIER-DOMESTIC PRIVATE LINE REGIONAL CHECKBOOK-MONTHLY OPTION- 2 YEARS Term: 36 months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. The Ramp Period shall begin on the Effective Date and continue for a period of six (6) months following the Effective Date. Commencing with the Effective Date and at all times during the Ramp Period thereafter, Customer will receive a credit equal the rates, discounts, charges and credits set forth herein and will not be subject to the AVC. Minimum Annual Volume Commitment (“AVC”): $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual 600,000.00 in Total Service Charges equal one Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes (defined above); (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of the levels belowExtended Term, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated ’s Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by must equal or exceed one-twelfth (1/12) of the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service ChargesAVC.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, If Customer's Total Service Charges do not meet or exceed reach the AVC, then in any contract year during the Initial Term; Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Yearunmet AVC. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall payIf: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this the Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, pay within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) termination an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, Term plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund DepositLocal Service – CLEC Credit Based on Local Usage: Customer will receive a credits ranging from 25% to 29% multiplied times Customer’s Tariffed usage charges and MRCs for Local Service and Local and Long Distance Service Bundles under this Service Attachment excluding EUCL charges, Operator Service Charges and Directory Assistance. The resulting dollar amount of the credit of $60,000.00, to will be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below(plus equipment charges), Customer shall receive the corresponding Achievement Creditsexcluding charges for intrastate telecommunications service. The Achievement Credit This credit will be applied against reflected on Customer’s invoice, adjustment memo or other billing document within two billing cycles after the billing cycle on which it is based. Notwithstanding the foregoing, in no event may the amount of such credit exceed Customer's designated Total Service Charges incurred (plus equipment charges) – excluding charges for Interstate and International services and any other services mutually agreeable by intrastate telecommunications service – for the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, monthly billing period in which that credit is to be applied against Except as otherwise set forth in a Service Attachment, Customer agrees to pay all the Company charges (except Disputed amounts, as defined below) within 60 days of Customer’s Interstate receipt of the invoice. Payments must be made at the address designated on the invoice or other such place as the Company may designate. Amounts not paid or Disputed on or before thirty (30) days from Customer’s receipt of the invoice shall be considered past due, and International Total Customer agrees to pay a late payment charge equal to the lesser of: (a) 1.5% per month, or (b) the amount indicated in a Service Charges.Attachment, or (c) the maximum amount allowed by applicable law, as applied against the past due amounts. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: General Installation Waiver Promotion – v 5.0

Underutilization and Termination with Liability. IfIf Customer's Total Service Charges do not reach the AVC, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Yearunmet AVC. If in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of reach the AVC then in any Contract Year because the Agreement is terminated early by Customer without Cause or by the Company with Cause, Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) pay an amount “Early Termination Charge” equal to 25% of the difference between 1/12 of the unmet AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by Customer. Except as otherwise set forth in a Service Attachment, ▇▇▇▇▇▇▇▇ agrees to pay all Company charges (except Disputed amounts, as defined below) within thirty (30) days of Customer’s receipt of the invoice. Payments must be made at the address designated on the invoice or other such place as Company may designate. Amounts not paid or Disputed on or before thirty (30) days from Customer’s receipt of the invoice shall be considered past due, and Customer will receive agrees to pay a credit late payment charge equal to $130,000.00 and the lesser of: (a) one-half percent (1.5%) per month, or (b) the amount indicated in a second credit equal to $120,000.00Service Attachment, to be or (c) the maximum amount allowed by applicable law, as applied against the past due amounts. Promotion: The Customer is eligible for the following promotion as set forth in the Guide: CHECKBOOK-MONTHLY OPTION -3 PLUS YEARS ▇▇▇▇, ▇▇▇▇▇▇▇ Options: 18 months Customer has the option of extending the Initial Term for an additional six (6) months (“Extended Term”) by providing Company with written notice at least thirty (30) days prior to the expiration of the Initial Term. Minimum Volume Commitment (“MVC”): $360,000.00 During the Extended Term, Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges must equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to or exceed $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges180,000.00.

Underutilization and Termination with Liability. If, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If If, in any monthly billing period during the Extended Term, the Customer’s 's Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid usage and other charges incurred under this Agreement, and (b) an amount "Underutilization Charge" equal to 25% of the difference between 1/12 of the AVC and the Customer’s 's Total Service Charges during such monthly billing period. If If: (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the this Agreement for Cause pursuant to the Section entitled “Termination,” then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the termTerm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: Installation Initial Term: 36 months Commencing on the 3rd Amendment Effective Date, the Term will receive start anew and continue for a credit equal to $130,000.00 period of 36 months. Commencing on the 9th Amendment Effective Date, the Term will start anew and continue for a second credit equal to $120,000.00period of 24 months. Commencing on the 11th Amendment Effective Date, to be applied against Customer’s designated Services Charges incurred the Term will start anew and continue for Interstate a period of 24 months. Commencing on the 12th Amendment Effective Date, the Term will start anew and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: Customer will receive continue for a credit period of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: If during any contract year, Customer's annual Total Service Charges equal one of the levels below, Customer shall receive the corresponding Achievement Credits. The Achievement Credit will be applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to $50,000.00, plus Taxes and Governmental Charges, to be applied against Customer’s Interstate and International Total Service Charges24 months.