Exhibit 10.22
[LOGO] McLeodUSA(R)
MASTER SERVICES AGREEMENT
Wholesale, Carrier and Major Accounts
This Agreement is made by McLeodUSA Information Services, Inc., a
Delaware corporation with its principal offices at McLeodUSA Technology Park,
▇▇▇▇ ▇ ▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ("McLeodUSA"), and PowerChannel,
Inc., a Delaware corporation with its principal offices at ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇.,
▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ("Customer"), effective December 1, 2001.
McLeodUSA and Customer may also be referred to as the "Parties" or "Party' as
the context allows.
The Parties agree as follows:
1. Purpose. The following terms and conditions apply to the provision and use of
Services by the Customer as described in any attached addenda, exhibits,
schedules and other documents which are specifically made a part of the
Agreement.
2. Defined Terms. The following terms are used as defined. The definitions apply
not only to this document but also to any attachments.
"Agreement," means this document titled Master Services Agreement and any
attached addenda, exhibits, schedules or other documents specifically referred
to and incorporated.
"AUP," means the McLeodUSA Acceptable Use Policy governing the use of the
Services, which is available at, ▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇.
"Deposit," means a cash deposit, irrevocable letter of credit and/or individual
guaranty, or other form of security in form and amount acceptable to McLeodUSA.
"Dispute," means all controversies or claims arising out of or relating to this
Agreement, including any breach or billing dispute.
"Due Date," means the date on any invoice or ▇▇▇▇ presented to the Customer by
which payment is due.
"Effective Date" means the date entered in the opening paragraph of the
Agreement, and which the Parties intended to be the date the Agreement takes
effect.
"Equipment," means facilities or equipment provided, owned or installed by
McLeodUSA.
"Offset Allowance," means any fees, charges or other amounts due and owing under
this Agreement or other agreements between the parties, or their subsidiaries or
affiliates, which the parties may choose to offset against amounts due and owing
in other agreements between the Parties.
"Services," means those facilities, products and services provided by McLeodUSA
under the Agreement.
3. Term. This Agreement is in effect for eighteen (18) months from the Effective
Date. The Agreement will automatically renew for successive terms, equal in
length to the prior term, unless a Party provides written notice of termination
at least ninety (90) days prior to the end of the then current term.
4. Billing and Payment Terms. (a) Rendering of Bills. McLeodUSA shall ▇▇▇▇
charges and apply credits as provided for in attachments to this Agreement.
McLeodUSA shall ▇▇▇▇ in advance charges for all Service to be provided during
the ensuing month except for charges dependent on usage, which shall be billed
in arrears. Adjustments for the quantities of Service established or
discontinued in any billing period during the term will be prorated to the
number of days based on a thirty (30) day month, if applicable.
(b) Payment of Bills. Customer shall pay all invoices by the Due Date. Amounts
become past due if not received by the Due Date. The unpaid balance of any past
due amounts shall bear interest at the rate of one and one-half percent (1.5%)
per month, or the highest rate allowed by law, whichever is less. Payment is not
deemed made until received by McLeodUSA. All reasonable costs and expenses,
including but not limited to attorneys' fees, expenses, court costs and service
charges, incurred by McLeodUSA in collecting past due payments will be an
expense of and charge to the Customer. Customer shall be solely responsible for
all charges for Services, even if such charges were incurred through fraudulent
or unauthorized use of the Services; unless McLeodUSA has actual knowledge of or
is grossly negligent in discovering such fraudulent or unauthorized use and
fails to inform the Customer
(c) Taxes and Fees. Except for taxes or assessments based on McLeodUSA's net
income, ad valorem, personal, and real property taxes imposed on McLeodUSA
property, Customer shall be solely responsible for payment of all sales, use,
property, gross receipts, excise, access, bypass, franchise, value added,
communications, Universal Service Fund, or other local, state and federal taxes,
fees, charges, or surcharges, however designated, imposed by any domestic or
international government entity on or based upon the provision, sale or use of
Services delivered by McLeodUSA.
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(d) Regulatory and Legal Changes. McLeodUSA may elect or be required by law to
file with the appropriate regulatory agency tariffs respecting the delivery of
Services. In the event and to the extent that such tariffs have been or are
filed respecting Services ordered by Customer, the terms set forth in the
applicable tariff shall govern McLeodUSA's delivery of, and Customer's
consumption or use of, such Services.
(e) Disputed Bills. Customer may dispute any invoice in good faith but must
timely pay the undisputed portion of the invoice in fu11 and submit a documented
claim for the disputed amount. All claims must be submitted to McLeodUSA within
forty-five (45) days of the Due Date. If Customer does not submit a claim within
such period and in the manner stated above, Customer waives all rights to
dispute such charges.
5. Credit Approval and Deposits. The obligation to provide Services is
contingent upon credit approval by McLeodUSA, and Customer's acceptance of the
McLeodUSA initial and continuing credit approval procedures and policies. Upon
request Customer shall deliver to McLeodUSA information concerning Customer's
operations necessary to make the appropriate credit determination. McLeodUSA may
require a Deposit prior to commencement of Services: (a) as a condition for its
signing this Agreement or providing Services; (b) as a condition to its
continuation of Services, but only when Customer's consumption of Services
materially exceeds Customer's anticipated use; (c) when such Deposit is required
in order to secure Customer's anticipated use; (d) when such Deposit is required
in order to secure Customer's continued payment obligation, which Deposit shall
be held by McLeodUSA as security for payment of charges; or (e) at anytime
during the term of this Agreement, if in its reasonable discretion, Customer's
financial condition changes in an adverse, material manner. Requests for Deposit
must be honored within five (5) business days, or McLeodUSA may terminate this
Agreement without liability. If this Agreement, or any of the Services provided
herein has been terminated, the Deposit shall be applied to all charges and
other amounts then due McLeodUSA. McLeodUSA agrees to refund the excess portion
of the Deposit, if any, within thirty (30) days following final settlement of
Customer's account. The refunding or crediting of the Deposit in no way relieves
Customer from complying with all terms and provisions contained in this
Agreement or from tendering payments when due. McLeodUSA reserves the right to
deny any Customer order for Services which, in its reasonable discretion,
exceeds Customer's ability to pay.
6. Misuse of Service. Customer shall comply with the current version of the
McLeodUSA AUP. Customer will be responsible for being informed of and informing
and educating its employees, representatives and customers regarding the AUP.
McLeodUSA reserves the tight to amend the AUP from time to time, effective upon
the posting at the website address. This section does not obligate McLeodUSA to
detect or report unauthorized or fraudulent use of Services.
7. Assignability. The Customer shall not assign this Agreement to any other
entity or party without the express written consent of McLeodUSA. However,
either Party shall have the right to assign, convey or otherwise transfer its
rights, title, interest and obligations under this Agreement, in whole or in
part, to any entity controlled by, controlling or under common control of the
Party, or any entity into which the Party may be merged or consolidated or which
purchases all or substantially all of the assets of the Party.
8. Offset Allowance. The Parties to this Agreement may desire from time to time
to make us of an Offset Allowance. Any Offset Allowance taken shall be subject
to the following:
(a) The Offset Allowance shall be limited to, undisputed charges due
and payable on a given date;
(b) The Offset Allowance may include undisputed charges in this
Agreement or other individual agreements, or an aggregate of all agreements;
(c) The undisputed charges to be offset have not been paid in a timely
manner as required by the agreement under which the charges were billed;
(d) The party against whom the Offset Allowance is taken is given
written notice of: (1) The undisputed amounts, individually and in the
aggregate, to be offset and the agreements under which the charges were billed;
and (2) A statement of the remaining balances, if any, still owed under those
same agreements after the application of the Offset Allowance;
(e) The Party against which the Offset Allowance is taken has ten (10)
business days from the date of the notice to dispute the amounts detailed in the
notice. Any disputes will be resolved consistent with the terms of the agreement
under which the charges were billed.
Limitation of Liability. Neither Party shall be liable to the other
for any incidental, indirect, punitive, special or consequential damages of any
kind including, but not limited to, any loss of use, loss of business, or loss
of profit, and regardless of the form of the action, whether in contract,
warranty, strict liability or tort, including without limitation, negligence of
any kind, and regard1ess whether a Party was advised, had reason to know, or in
fact knew of the possibility of liability. McLeodUSA shall not be liable for the
acts, omissions or delays imposed by third party vendors. Unless otherwise
provided for in this Agreement, any McLeodUSA liability to Customer for any
damages of any kind under this Agreement shall be limited to an out-of-service
credit determined by a pro-rated amount equal to the charges due for each
twenty-four (24) hour period service has not been satisfactorily provided.
Remedies under this Agreement are exclusive and limited to those expressly
stated in the Agreement.
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10. Warranties. Except as may otherwise be stated in this Agreement, THERE ARE
NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO,
WARRANTIES OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
11. Acquired Entity. In the event Customer or Customer's Affiliate acquires
through purchase, merger, or other means of acquisition an entity as an
Affiliate during the term of this Agreement, Customer and Affiliate may elect
one of the following: (1) Affiliate may be deemed to be a joint party with
Customer under this Agreement; or (2) if the Affiliate is also contracting with
McLeodUSA for the same or similar services as provided for in this Agreement,
then Customer and Affiliate may elect, provided the election will not adversely
affect any volume or revenue commitments made in the aggregate by the Customer
and the Affiliate, which agreement will govern the parties going forward. If
alternative (2) is selected, Customer and Affiliate may terminate, without cost
or liability, including any early termination liability or liquidated damages,
one of the existing agreements and become joint parties under the remaining
agreement ("Surviving Agreement"). Customer shall provide written notice to
McLeodUSA that Customer and Affiliate are exercising such election, identifying
which agreement will be terminated and which agreement shall remain effective
among McLeodUSA, Customer, and Affiliate. For the purposes of this section,
"Affiliate" shall mean any entity which controls, is controlled by, or is under
common control with Customer; and "control" shall mean at least fifty percent
(50%) ownership or at least fifty percent (50%) of the voting interests of the
entity. The parties acknowledge and agree that the Surviving Agreement shall be
amended to correctly reflect the parties' names, but in all other respects shall
have identical rates, charges, terms and conditions as contained in the
Surviving Agreement prior to the election of the Customer and Affiliate. The
effective date of the Surviving Agreement shall be thirty (30) days from the
date of the written notice to McLeodUSA unless the parties agree to an earlier
effective date and the Surviving Agreement shall renew, expire or terminate in
accordance with its original terms.
12. Dispute Reso1ution. A Dispute shall be resolved in accordance with the
following procedures:
(a) A Dispute shall be referred jointly to the responsible area Vice Presidents
for McLeodUSA and the Customer. In the event that one of the individuals
specified above is unavailable, the Dispute shall be referred to that
individual's immediate superior or designee.
(b) If such persons to do not agree upon a decision within five (5) business
days after referral of the Dispute to them, the Dispute will be escalated to the
Presidents or equivalent for McLeodUSA and the Customer.
(c) In the event that the Dispute is not resolved in five (5) additional
business days as set forth in (a) and (b), above, the Parties reserve their
rights at the end of such process to seek such other relief as the Party deems
appropriate.
13. Termination for Cause. Either Party may terminate this Agreement for cause,
provided written notice specifying the cause for termination and requesting
correction within thirty (30) days is given to the other Party and such cause is
not corrected within such thirty (30) day period. Cause is any material breach
of any term of this Agreement, provided that in no event shall McLeodUSA be
liable for the acts, omission or delays caused by third party vendors to
McLeodUSA as long as McLeodUSA has made reasonable efforts to obtain necessary
services on a timely basis. Cause shall include but not limited to failure of
Customer to pay charges when due, improper use of Services resulting in
degradation or blockage of the network, fraudulent use of the Services provided,
or refusals (a) of the Customer to abide by the term of the Agreement. Unless
otherwise stated in this Agreement, if McLeodUSA terminates for cause, Customer
shall pay as liquidated damages and not as a penalty, the following: (a) if such
termination is prior to installation of Services, damages shall be those
reasonable expenses incurred by McLeodUSA through the date of termination; (b)
if after activation of Services, Customer shall pay in addition to any charges
for Services used, damages equaling 50% of the last three months average billing
multiplied by the number of months remaining under the term of the Agreement,
actual expenses incurred by McLeodUSA to initiate or terminate the Services, any
installation charges waived, and any discounts or credits granted. If Customer
terminates this Agreement for cause, Customer's sole remedy, in addition to any
service credits that Customer may be entitled to, shall be to terminate this
Agreement. All reasonable costs and expenses, including but not limited to
attorneys fees, court costs and service charges, incurred by the Party
terminating for cause in accordance with this section, will be an expense of and
charged to the defaulting Party. Remedies under this Agreement are exclusive and
limited to those expressly stated in this Agreement.
14. Termination for Convenience. Where a change in applicable law or regulation
materially increases the cost of Services for either Party, the affected Party
may: (a) elect to continue the Services without any change in the Agreement; (b)
within thirty (30) days of notice of the legal or regulatory change, request
renegotiation of that portion of the Agreement which caused the increase in
cost; or (c) cancel the Agreement upon thirty (30) days' written notice without
payment of any termination penalty as provided for in this section, but with
payment in full of all due recurring and nonrecurring charges and a pro-rata
portion of any credits, discounts or waived charges provided at the initiation
of the Agreement. Customer may also terminate the Agreement at its convenience,
upon Thirty (30) days written notice; however, the Customer shall pay in
addition to any charges for Services used, damages equaling 50% of the last
three months average billing multiplied by the number of months remaining under
the term of the Agreement, actual expenses incurred by McLeodUSA to initiate or
terminate the Services, any installation charges waived, and any discounts or
credits granted.
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15. Indemnity. Each Party agrees to release, indemnify, defend and hold harmless
the other Party from all losses, claims, demands, damages, expenses, suits or
other actions or any liability whatsoever, including, but not limited to, costs
and attorneys' fee and expenses, whether suffered, made, instituted or asserted
by any other party or person, for invasion of privacy, personal injury to or
death of any person or persons, or for loss, damages to or destruction of
property, whether or not owned by others, resulting from the indemnifying
party's performance or failure to perform under this Agreement, regardless of
the form of action; except for that portion of liability which is caused by the
gross negligence or willful misconduct of the Party claiming indemnification.
This indemnification is conditioned upon: (a) the indemnified Party promptly
notifying the indemnifying Party of say action taken against the indemnified
Party relating to the indemnification; (b) the indemnifying Party having sole
authority to defend any such action, including the selection of legal counsel;
(c) the indemnified Party may engaging separate legal counsel only at its sole
cost and expense; and (d) in no event shall the indemnifying Party settle or
consent to any judgment pertaining to any such action without the prior written
consent of the indemnified Party.
16. McLeodUSA Equipment. Customers shall not and shall not permit others to
rearrange, disconnect, remove, attempt to repair, or otherwise tamper with any
Equipment without the written consent of McLeodUSA. The Equipment is for use in
connection with the Services and shall not be used for any purpose other than
that for which McLeodUSA provided it. In the event that Customer or a third
party tampers with or attempts to maintain the Equipment without first obtaining
written approval, in addition to any other remedies for breach by Customer of
Customer's obligations, Customer shall pay McLeodUSA for any damage to the
Equipment and any ongoing service charges in the event that maintenance or
inspection of the Equipment is required as a result of Customer's breach of this
subsection. In no event shall McLeodUSA be liable to Customer or any other
person for interruption of Service or for any other loss, cost or damage caused
or related to tampering with the Equipment.
17. Customer-Provided Facilities. Customer has sole responsibility for
installation, testing and operation of Customer-provided facilities, services
and equipment. The failure of Customer-provided facilities, spices and equipment
will not relieve Customer of its obligation to pay for Services under this
Agreement. McLeodUSA shall not be responsible for the operation or maintenance
of any Customer-provided facilities, unless specifically agreed to in writing.
McLeodUSA shall not be responsible for the transmission or reception of
communications or signals by Customer-provided facilities or for the quality of,
or defects in, such transmission or reception.
18. General Provisions. (a) Choice of Law-Venue. This Agreement has been entered
into in the State of Iowa and The Parties agree that it shall be interpreted and
construed in accordance with the laws of the State of Iowa without regard to
choice of Law principles.
(b) Complete Agreement/Right to Amend. This Agreement is the entire Agreement
between McLeodUSA and Customer with Respect to the Services and supersedes all
prior or contemporaneous understandings or agreements, written or oral,
regarding such Matters. This Agreement may be amended or modified but only in
writing as mutually agreed to by the Parties.
(c) No Joint Venture. Nothing in this Agreement shall be construed to constitute
or create a joint venture, partnership or formal business organization of any
kind and the right's and obligations of each Party shall be only those expressly
stated in this Agreement. Neither Party shall have the authority to bind the
other, and neither Party assumes any liability of the other Party.
(d) Force Majeure. If performance by McLeodUSA of any obligation under this
Agreement is prevented, restricted or interfered with by causes beyond
McLeodUSA's control, including, but not limited to, the failure or malfunction
of Customer-supplied equipment, acts of God, explosions, vandalism, cable cuts,
natural disasters, power failure, national emergencies, insurrections, riots,
war, strike, lockouts, boycotts, work stoppages or other labor difficulties,
delays caused by third party vendors, or any order, regulation or other actions
of any governmental authority, agency instrumentality or any civil or military
authority, McLeodUSA shall be excused from such performance on a day-to-day
basis to the extent of such restrictions or interference. McLeodUSA shall use
reasonable commercial efforts under the circumstances to avoid or remove such
causes of nonperformance with reasonable dispatch.
(e) Severability. If any provision of this Agreement is invalid or unenforceable
under applicable law, said provision shall be ineffective to the extent of such
invalidity only, without in any way affecting the remaining provisions of this
Agreement and the Parties hereby agree to negotiate in good faith with respect
to any such invalid or unenforceable provision. to the extent necessary to
reader it valid and enforceable.
(f) Confidentiality. Customer agrees that the terms and conditions, including
rates, contained in this Agreement are confidential and shall not be disclosed
to any third party without the written consent of McLeodUSA; except as may be
required by law. In the event the parties have entered into a separate
non-disclosure agreement covering the subject matter of this Agreement, that
agreement shall supercede these provisions.
(g) Publicity, This Agreement shall not be construed to grant either Party any
right to use any of the other Party's or its affiliates' trademarks, service
marks or trade names or otherwise refer to the other Party in any marketing,
promotional or advertising materials or activities. Without limiting the
generality of the forgoing, neither Party shall issue any publication or press
release relating to, or otherwise disclose the existence of, any contractual
relationship between the Parties, without the written consent of the other
Party, except as may be required by law.
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(h) Survival. Provisions contained in this Agreement that by their sense and
context are intended to survive completion or performance, termination or
cancellation of this Agreement, shall survive.
(i) Notices. All notices or other communications shall be deemed to have been
given when made in writing and either: (1) delivered in person; (2) received
within twenty-four (24) hours after delivery to an agent, such as an overnight
or similar delivery services; all delivery services prepaid; or (3) received
within 72 hours after deposited in the United States mail, postage prepaid, and
addressed as follows:
McLeodUSA Customer
McLeodUSA Telecommunications Services, Inc. PowerChannel, Inc.
ATTN: Contract Administration ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇
▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ 10956
▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ATTN:
With copy to: McLeodUSA Telecommunications Services, Inc., Attn: Law Group,
McLeodUSA Technology Park, ▇.▇. ▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇; or at
such other addresses as the Parties may from time to time in writing designate.
If notice is provided by overnight mail, the address is ▇▇▇▇ ▇ ▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ Except where the context otherwise indicates, all notices and
documents shall be deemed to have been given on the day received.
(j) Non-Waiver The failure of either Party to enforce strict performance of any
provision of this Agreement shall not be construed as a waiver of its right to
assert or rely upon such provision or any other provision of this Agreement.
(k) Duty to Confirm Registration of Other Carriers. Before Services can be
provided, and if applicable under the circumstances, Customer must provide
evidence of its filing of FCC Form 499-A as required by 47 CFR 64.1195(h).
Irrespective of any affirmative duty of McLeodUSA under the FCC rule, Customer's
failure to file FCC Form 499-A, if required, constitutes willful misconduct and
Customer agrees to indemnify and hold harmless McLeodUSA as otherwise required
in this Agreement.
(l) Limitations of Services. This Agreement applies only to those Services
provided directly to Customer and not to offerings by Customer to its customers.
Unless otherwise stated in the Agreement the Agreement does not constitute a
joint undertaking with Customer to furnish any service to customers of Customer.
McLeodUSA does not undertake to transmit messages, or to offer any
telecommunications service to any person or entity other than Customer.
McLeodUSA shall have no liability or responsibility for the content of any
communications transmitted via the Service by Customer or any other party.
(m) Priority of Provisions. The specific language any attached addenda,
exhibits, schedules, or other documents takes precedence over the language in
this Master Services Agreement, unless specifically stated otherwise in those
attachments.
(n) Captions. Paragraph captions and articles are solely for convenience or
reference and shall not affect the construction or interpretation of this
Agreement.
IN WITNESS WHEREOF, the Parties have signed this Agreement in
duplicate on the Effective Date.
McLeodUSA information Services, Inc. PowerChannel, Inc.
By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇
---------------------------------- --------------------------------
Name ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name ▇▇▇▇▇▇ ▇▇▇▇▇
Title VP Wholesale Service Title Chief Operating Officer
APPROVED
RLS
Law Group
Date 11/15/01
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[LOGO] McLeodUSA(R)
ADDENDUM No 1
for Internet Dial Service
Confidential & Proprietary
This Addendum No. 1 is attached to and is specifically made a part of the
Agreement dated Dec. 1 2001 between the Parties indicated by the signatures
below. With the exception of the Effective Date, the defined terms in the
Agreement remain the same for the Addendum. This Addendum is effective on
12/1/01 ("Effective Date"). The Addendum describes the Services, the term of the
Addendum, the prices for the Services, service level commitments, and any other
Customer or Services specific terms and conditions.
1. Services Description. This Addendum sets forth the entire Service offering
and upon the Effective Date supersedes all prior information provided Customer
whether oral or in writing, if any, and may only be amended in writing by both
Parties. McLeodUSA reserves the right to make enhancements to the Service and
shall advise Customer of any additional features. Customer acknowledges and
agrees that the Service offering is based on a minimum commitment of three
thousand (3,000) Subscribers or twenty thousand (20,000) hours per realm per
month and McLeodUSA may discontinue Service to a Customer realm for failure to
meet the minimum.
(a) Standard Features
o Subscriber Dial Access
o V.90 -56K local dial in more than 800 dial cities.
o One or more Customer dial realm for all Subscribers.
(i.e.,--@▇▇▇▇▇.▇▇▇ is a realm)
o McLeodUSA operates and maintains Redundant Authentication
Systems, RADIUS Proxy servers.
o The Customer must own and maintain redundant RADIUS
Authentication Systems that meet the requirements set forth by
McLeodUSA and McLeodUSA may refuse to provide Service absent a
second Radius. The Customer's RADIUS Authentication Systems
must support CHAP.
o McLeodUSA operates and maintains redundant DNS servers. DNS
is provided to Subscribers after successful dial access
authentication.
o An e-mail filter is required that will limit Subscribers from
using POP3/SMTP mail servers outside of the address range
operated, owned and provided to McLeodUSA by Customer. If
Customer does not provide specific address ranges that are
allowed, McLeodUSA will block all SMTP. These measures are
taken to reduce or eliminate UCE (Unsolicited Commercial
Email).
o 24 X 7 Customer NOC support
o The McLeodUSA Customer Network Management (CNM) group,
reporting to the McLeodUSA NOC, provides Second-Level
Technical and problem resolution to the Customer. This does
not include First-Level Subscriber support.
o Access to McLeodUSA Customer Care Web site
o Access is granted to the secure Customer Care Web site located
at ▇▇▇▇://▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇
o Billing
o Automatic Clearing House (ACH)
o Customer shall be required to authorize McLeodUSA to
electronically debit via ACH Customer's bank account
where funds may be withdrawn.
o McLeodUSA may debit via ACH weekly based on the
greater of (i) Customer's estimated number of
Subscribers for the month, or (ii) the actual number
of Subscribers for the previous month.
o Customer Invoicing & Payment
o Customer will be invoiced on the 1st of each month
for the previous service period, the following
service period estimate, less all payments made via
ACH or otherwise. The first month's payment is based
on the expected Subscriber count or usage (depending
on type of pricing), thereafter the monthly amount is
based on the previous month's Subscriber count or
usage amount.
o For Customers paying monthly, Customer payment is due
on the 20th of the month.
o For Customers paying weekly, Customer payment is due
on the dates designated by McLeodUSA.
o Customer must submit Resale or Exemption Certificates
to McLeodUSA or McLeodUSA will include taxes on
Customer invoice.
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[LOGO] McLeodUSA(R)
o All hourly charges will be based on the hours
recorded solely by McLeodUSA during the service
period.
(b) Optional Features
o Filtered internet Service is available for a monthly fee per Subscriber
or per hour. (Refer to Filtered Internet Service Addendum).
o Filtration Service blocks access to certain (content)
Web-sites and FTP Sites.
o Optional Port Filtering.
o McLeodUSA may implement optional port filtering for TCP/IP
applications such as WWW, FTP, TELNET, etc. This optional
RADIUS applied filter is used to limit Internet access to
certain specific hosts designated by Customer. Applications
include: Subscriber sign-up hosts, web proxy servers or other
specific host connections. This option does not include
content filtering. This optional filter is enabled upon
activation and the return of a McLeodUSA identified Customer
RADIUS attribute.
o Additional Dial Realms are available for a one-time setup fee.
o The minimum volume commitment for each domain is 3,000
Subscribers or 20,000 hours usage per month. Additional realms
allow Customer to offer different pricing plans and options to
Subscribers.
o 800 Number Roaming Access
o McLeodUSA maintains 800 Number Roaming Access for Subscribers
dialing in the ▇▇▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇.
o Customer shall be billed on a usage basis for Subscriber use
of 800 Number Roaming Access.
o Consulting Services
At the sole discretion of McLeodUSA, consulting services for product
integration, recommendation, software development, special testing, and other
tasks outside the scope of the Service may be contracted for an additional fee.
consulting services are billed on a per hour basis as set forth herein.
2. Services Term. Customer desires to obtain Internet Dial Service under the
terms of the Agreement for a period of thirty six (36) months. Should the
Agreement expire prior to the expiration of Customer's order to purchase
Internet Dial Service, Customer agrees that all terms and conditions of the
Agreement will remain effective until expiration of the Customer's order.
3. Services Pricing. McLeodUSA offers this Internet Dial Service pricing based
on a thirty six (36) month term. Service commences on the Service delivery date
offered by McLeodUSA. Should Custom fail to accept Service delivery within
thirty (30) days of the delivery date offered by McLeodUSA, McLeodUSA may within
its sole discretion, terminate this Addendum and the Agreement without refund of
any amounts paid and Customer shall be liable for all costs incurred by
McLeodUSA as of the date of termination.
(a) Internet Dial Service Pricing
Upon the Effective Date, and as of the first day of each month thereafter,
throughout the initial or any successive terms of this Addendum, Customer agrees
to pay McLeodUSA the applicable Hourly Rate Per City in each City pursuant to
Exhibit A. The Number of Hours per City shall be determined solely by McLeodUSA
based on the number of Hours Per City of usage recorded during the billing
cycle.
(b) Setup Fees Per Realm
A setup fee in the amount of Seven Hundred Fifty Dollars ($750.00) per realm is
due to McLeodUSA on the Effective Date of the Agreement. This fee is in addition
to any other fees and/or obligations to be paid by Customer to McLeodUSA in
connection with the Agreement.
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
[LOGO] McLeodUSA(R)
Ancillary Charges
DESCRIPTION OF CHANGE USAGE FEE SETUP FEE
---------------------- --------- --------
1. 800# Roaming Access - less than 2,000,000 hours --------- --------
2. 800# Roaming Access - more than 2,000,000 hours --------- --------
3. Optional V.90 56k toll free number billed per hour --------- --------
4. Optional Consulting Services --------- --------
5. Optional RADIUS Applied Filter per line of
filtering (5 lines Maximum) --------- --------
I.C.D. Individual Case Basis
INSERT MOST RECENT PRICING
AVAILABLE FROM INTRANET; SALES OR MARKETING
4. Service Level Commitments. McLeodUSA shall use reasonable efforts to provide
and maintain at least P.05 Grade of Service ("GOS") for each dial system. P.05
is defined as dial service call blocking (busies) during the peak busy hour of
the dial system that will not exceed five percent (5%) (or 5 in 100 attempts) as
measured by McLeodUSA network management tools.
5. Other Services/Customer Specific Terms and Conditions.
(a) Maintenance.
McLeodUSA may perform routine maintenance within the maintenance window of 2:00
a.m. until 6:00 am. (local prevailing time) on a designated day of the week.
Customer point of contact ("POC") shall be notified via electronic mail
forty-eight (48) hours prior to any routine maintenance that will affect
Customer traffic. Periodically, McLeodUSA may schedule an emergency maintenance
window. Emergency maintenance will be coordinated with the Customer POC and
reasonable effort will be made to minimize the impact on Customer traffic.
McLeodUSA shall determine the time and scope of all maintenance actions.
(b) Normal Usage Limitations, Idle Time and Session Limitations.
McLeodUSA will issue session disconnects to Subscribers after fifteen (15)
minutes of idle use. For Subscribers on a flat rate plan, with less than one
hundred (100) hours of usage during the month, McLeodUSA may, at its sole
discretion, issue session disconnects to such Subscribers after three (3) hours
of usage per session. For Subscribers on a flat rate plan, with more than one
hundred (100) hours of usage during the month, McLeodUSA may, at its sole
discretion, issue session disconnects to such Subscribers after one (1) hour of
usage per session. Subscribers disconnected by McLeodUSA must re-initialize the
session by re-dialing and logging into the system.
(c) Forecasting and Notification.
Each month Customer must submit a written Subscriber or hourly usage forecast
via email by city to ▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇, projecting hourly usage by month
for the upcoming six (6) months. Customer shall notify McLeodUSA of any
promotional, marketing or advertising activity planned by city ninety (90) days
in advance.
(d) Authentication and Customer Realm.
McLeodUSA will proxy all properly formatted access authentication requests to
the Customer's authentication server(s) per the specifications outlined by
McLeodUSA. The Customer "Realm" must be a fully qualified domain name registered
to the Customer with American Registry for Internet Numbers (ARIN), the
Inter-NIC registry or a successor.
(e) Prohibition Against Resale or Trading of Services.
Customer represents that it is purchasing the Services strictly for resale to
retail Subscribers of Customer. Customer understands and agrees that it may not
resell or trade the Services purchased herein to any other provider; any
violation(s) of this condition will be a breach of this Addendum and the
Agreement, and McLeodUSA may pursue any legal or equitable remedy, including but
not limited to the immediate termination of Service.
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
[LOGO] McLeodUSA(R)
o All hourly charges will be based on the hours recorded solely
by McLeodUSA during the service period.
(b) Optional Features
o Filtered Internet Service is available for a monthly fee per Subscriber
or per hour. (Refer to Filtered Internet Service Addendum).
o Filtration Service blocks access to certain (content)
Web-sites and FTP Sites.
o Optional Port Filtering.
o McLeodUSA may implement optional port filtering for TCP/IP
applications such as WWW, FTP, TELNET, etc. This optional
RADIUS applied filter is used to limit Internet access to
certain specific hosts designated by Customer. Applications
include: Subscriber sign-up hosts, web proxy servers or other
specific host connections. This option does not include
content filtering. This optional filter is enabled upon
activation and the return of a McLeodUSA identified Customer
RADIUS attribute.
o Additional Dial Realms are available for a one-time setup fee.
o The minimum volume commitment for each domain is 3,000
Subscribers or 20,000 hours usage per month. Additional
realms allow Customer to offer different pricing plans and
options to Subscribers.
o 800 Number Roaming Access
o McLeodUSA maintains 800 Number Roaming Access for Subscribers
dialing in the Continental 48 United Stares.
o Customer shall be billed on a usage basis for Subscriber use
of 800 Number Roaming Access.
o Consulting Services
At the sole discretion of McLeodUSA, consulting services for product
integration, recommendation, software development, special testing, and other
tasks outside the scope of the Service may be contracted for an additional fee.
Consulting services are billed on a per hour basis as set forth herein.
2. Services Term. Customer desires to obtain Internet Dial Service under the
terms of the Agreement for a period of thirty six (36) months. Should the
Agreement expire prior to the expiration of Customer's order to purchase
Internet Dial Service, Customer agrees that all terms and conditions of the
Agreement will remain effective until expiration of the Customer's order.
3. Services Pricing. McLeodUSA offers this Internet Dial Service pricing based
on a thirty six (36) month term. Service commences on the Service delivery date
offered by McLeodUSA. Should Customer fail to accept Service delivery within
thirty (30) days of the delivery date offered by McLeodUSA, McLeodUSA may within
its sole discretion, terminate this Addendum and the Agreement without refund of
any amounts paid and Customer shall be liable for all costs incurred by
McLeodUSA as of the date of termination.
(a) Internet Dial Service Pricing
Upon the Effective Date, and as of the first day of each month thereafter,
throughout the initial or any successive terms of this Addendum, Customer agrees
to pay McLeodUSA the applicable Hourly Rate Per City in each City pursuant to
Exhibit A. The Number of Hours per City shall be determined solely by McLeodUSA
based on the number of Hours Per City of usage recorded during the billing
cycle.
(b) Setup Fees Per Realm
A setup fee in the amount of Seven Hundred Fifty Dollars ($750.00) per realm is
due to McLeodUSA on the Effective Date of the Agreement. This fee is in addition
to any other fees and/or obligations to be paid by Customer to McLeodUSA in
connection with the Agreement.
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
[LOGO] McLeodUSA(R)
(f) Network Overloading.
From time to time all or some of the Points of Presence (POPS) may experience
temporary overload conditions caused by unforeseeable events. These could result
in excessive busy signals and periods of latency. During occasional, temporary
overload periods, Customer acknowledges that McLeodUSA may use load-shedding
processes that may include issuing session disconnects in order to return the
network to equilibrium more conducive to overall Subscriber satisfaction.
(g) Email Control.
Customer must maintain an active program to control and or eliminate unwanted or
unsolicited e-mail. Customer must limit or prohibit entirely the use of other
than Customer owned, operated or authorized SMTP gateways. Customer must limit
the number of outgoing mail messages per Subscriber to a reasonable amount. The
purpose of these restrictions is to reduce or eliminate Internet UCE
(Unsolicited Commercial Email) or SPAM and McLeodUSA may terminate Service to
any Subscriber without notice for SPAM. Notwithstanding the above, Customer
understands that McLeodUSA, upon service initiation, will activate a
preventative SPAM filter that is intended to block all SMTP outbound mail until
such time as Customer identifies to McLeodUSA the specific Customer operated
SMTP mail servers. When the information is available, Customer must complete the
RADIUS applied dial filter form.
(h) Subscriber Reporting and Right to Audit.
For Customer realms billed on an hourly basis, Customer is billed based on the
aggregate of all Subscriber hours in the realm consumed in the service period,
as determined solely by McLeodUSA. In the event of a dispute, McLeodUSA will
make Call Detail Records available used to determine billing time twice annually
at no charge.
(i) Exclusivity.
in consideration of the pricing of the McLeodUSA Services provided herein,
Customer shall purchase, during the term of this Addendum and any renewal
thereof, any and all of its requirements for Internet Dial Service from
McLeodUSA. In the event that Customer violates this provision, it shall be a
breach of this Addendum and the Agreement, and McLeodUSA may pursue any legal or
equitable remedy, including but not limited to the immediate termination of
Service.
(j) Additional Definitions.
"Subscriber" means the person or entity which is the end user of Customer.
IN WITNESS WHEREOF, the Parties have signed this Addendum in duplicate on
the Effective Date.
McLeodUSA Information Services, Inc. Customer PowerChannel, Inc.
By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇
---------------------------------- ---------------------------------
Name ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name ▇▇▇▇▇▇ ▇▇▇▇▇
Title VP Wholesale Service Title Chief Operating Officer
APPROVED
RLS
Law Group
Date 11/15/01
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
[LOGO] McLeodUSA(R)
Exhibit A
City to City Pricing Table
Aberdeen, MD $0.1616
Abilene, TX $0.1257
▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇, ▇▇ $0.2278
▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.2984
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ $0.2259
Amarillo, TX $0.4346
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.3969
Anniston, AL $0.2341
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ $0.4694
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.2059
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ $0.2355
Augusta, ME $0.5662
Austin, TX $0.1095
Bangor, ME $0.4932
Baton Rouge, LA $0.1433
Battle Creek, MI $0.3394
Baytown, TX $0.3923
Beaumont, TX $0.1172
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.1173
Beloit, WI $0.2567
Bend, OR $0.2911
Benton Harbor, MI $0.3151
Billings, MT $0.3111
Birmingham, AL $0.2563
Bismarck, ND $0.3819
Bloomington, IN $0.2749
Blountville, TN $0.3555
Bluewell, WV $0.6218
Boise, ID $0.2033
Bowling Green, KY $0.2935
Bozeman, MT $0.2752
Brownsville, TX $0.2909
Bryan, TX $0.1910
Buffalo, NY $0.3348
▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.3140
Cadillac, MI $0.2846
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.1560
Cape Girardeau, MO $0.4453
Carson City, NV $0.1773
Cedar Falls, IA $0.2957
Cedar Rapids, IA $0.1116
Charleston, SC $0.2784
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
[LOGO] McLeodUSA(R)
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.2512
▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.4007
Cheyenne, WY $0.2780
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.2606
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.3543
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇, ▇▇ $0.2278
Coeur D'Alene, ID $0.2970
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.4566
Columbia, SC $0.2572
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.2048
Corning, NY $0.5713
Corpus Christi, TX $0.1124
Corvallis, OR $0.3161
Crystal River, FL $0.2622
Cumberland, MD $0.1637
Dallas2, TX $0.1091
Dayton, OH $0.2474
▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.1092
Des Moines, IA $0.2948
Destin, FL $0.2690
Dothan, AL $0.3374
Dover, DE $0.2004
Duluth, MN $0.3612
East Greenbush, NY $0.5271
Eau Claire, WI $0.2843
El Paso, TX $0.1576
Eliot, ME $0.6578
Elizabethtown, KY $0.3830
Elkhart, IN $0.2954
▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.3714
Endicott, NY $0.4786
Englewood, CO $0.2714
▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇, ▇▇ $0.3921
Eugene, OR $0.2773
Evansville, IN $0.2747
Fargo, ND $0.2042
▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.3329
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.4207
Flint, MI $0.1559
Florence, AL $0.2908
Florence, SC $0.2740
Fort ▇▇▇▇▇, FL $0.2617
▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.3044
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
[LOGO] McLeodUSA(R)
Frederick, MD $0.1620
▇▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.1874
Ft. ▇▇▇▇▇, AR $0.2036
Gadsden, AL $0.2633
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.2539
Georgetown, DE $0.1763
Grand Forks, ND $0.2080
Grand Junction, CO $0.2798
Grand Rapids, MI $0.2629
▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇ ▇▇▇, ▇▇ $0.1244
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.2264
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.2613
Gulfport, MS $0.2541
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.2891
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.2799
High Point, NC $0.2855
Honolulu, HI $0.7941
Hot Springs, AR $0.2942
Houston, TX $0.1091
Huntington, WV $0.3589
Huntsville, AL $0.2647
Idaho Fails, ID $0.3362
Indianapolis, IN $0.1148
▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.6748
Jackson, MI $0.2693
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ $0.3914
▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.4958
Jarrettsville, MD $0.1635
▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇ $0.5430
Johnson City, TN $0.3880
Johnstown, PA $0.4342
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.4493
Kalamazoo, MI $0.2781
Kannapolis, NC $0.2730
Kansas City, MO $0.1095
Kennewick, WA $0.3429
Kenosha, WI $0.1134
Killeen,TX $0.4179
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.1562
Kissimmee, FL $0.2565
Knoxville, TN $0.3468
Kokomo, IN $0.1250
La Crosse, WI $0.4902
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
[LOGO] McLeodUSA(R)
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.1958
▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.2537
Lancaster, PA $0.2420
Lansing, MI $0.2580
Laredo, TX $0.1116
Las Cruces, NM $0.3232
Las Vegas, NV $0.1788
Laurel, MD $0.1560
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.1152
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.2578
Lewiston, ME $0.4818
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇, ▇▇ $0.5849
Lincoln, NE $0.2855
Little Rock, AR $0.1268
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.3097
Los Angeles, CA $0.1559
Louisville, KY $0.2523
Lubbock, TX $0.2115
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇, ▇▇ $0.2574
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.4678
Marion, IN $0.4864
Marshalltown, IA $0.1127
Mattoon, IL $0.1398
McAllen, TX $0.1226
▇▇▇▇▇▇▇▇, TX $0.1742
McLean, VA $0.1560
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ $0.2225
Meridian, MS $0.2902
Merrillville, IN $0.4889
▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ $0.2944
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.1092
Mobile, AL $0.2544
Modesto, CA $0.1784
▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.2538
Morgantown, WV $0.3542
Muncie, IN $0.1250
Muskegon, MI $0.4944
Myrtle Beach, SC $0.3145
▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.3265
New Castle, PA $0.2211
▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ $0.1559
Newark, DE $0.1814
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
[LOGO] McLeodUSA(R)
Newark, OH $0.3919
Newport News, VA $0.1668
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇, ▇▇ $0.2622
Oklahoma City, OK $0.1156
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇, ▇▇ $0.1237
Opelika, AL $0.2754
Orlando, FL $0.2295
Oshkosh, WI $0.1116
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.2980
Paducah, KY $0.3125
▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.3157
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.2842
▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇, ▇▇ $0.2472
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.1558
Phoenix, AZ $0.1095
▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.2607
Pleasantville2, NJ $0.1796
Port Angeles, WA $0.2793
Port St. Lucie, FL $0.2302
Portland, ME $0.4768
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.2259
Poughkeepsie, NY $0.4675
Presque Isle, ME $0.7209
Provo, UT $0.1209
▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ $0.2698
▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.1753
▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.1652
Roanoke, VA $0.1672
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.4143
Rock Island, IL $0.1110
Rockford, IL $0.3542
Rocky Mount, NC $0.2802
Rolla, MO $0.3431
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.1981
Salem, OR $0.3605
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ $0.2526
Salt Lake City, UT $0.1108
San Angelo, TX $0.1244
San Antonio, TX $0.1092
▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇ ▇▇, ▇▇ $0.2733
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
[LOGO] McLeodUSA(R)
Sarasota, FL $0.2566
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.2292
▇▇▇▇▇▇▇ Oaks, CA $0.1559
Sherman, TX $0.5019
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ $0.1145
Sioux Falls, SD $0.1129
Slidell, LA $0.2687
South Bend, IN $0.5249
South Burlington, VT $0.3175
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ $0.2864
Springfield, MO $0.1338
St. Cloud, MN $0.3767
▇▇. ▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇. ▇▇▇▇▇, ▇▇ $0.1094
Stamford, CT $0.3355
State College, PA $0.2534
▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.1910
▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.1131
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇, ▇▇ $0.2454
Temple, TX $0.1146
Terre Haute, IN $0.5146
Texarkana, TX $0.4380
Texas City, TX $0.1121
The Woodlands, TX $0.1091
▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.3617
Traverse City, MI $0.2687
▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇, ▇▇ $0.1178
Tupelo, MS $0.3934
Tuscaloosa, AL $0.2609
Twin Falls, ID $0.3028
Tyler, TX $0.1194
Utica, NY $0.5935
Valparaiso, IN $0.3859
Vero Beach, FL $0.2527
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ $0.1154
Waco, TX $0.1178
▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.5421
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇, ▇▇ $0.4479
Wheeling, WV $0.3494
▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ $0.3005
▇▇▇▇▇▇-▇▇▇▇▇, PA $0.2608
Williamsport, PA $0.2336
Wilmington, NC $0.2762
Winston Salem, NC $0.2846
Yakima, WA $0.2944
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇.▇▇▇▇
▇▇▇▇, ▇▇ $0.2748
Zanesville, OH $0.2802
Internet Dial Service Addendum Customer's Initials [Illegible]
McLeodUSA Version 8/22/01
