Exhibit 2.3
Omitted information, for which [ * ] has been substituted herein, has been
omitted pursuant to a request for confidential treatment and such information
has been filed separately with the office of the Secretary of the Securities and
Exchange Commission.
[AT&T LOGO]
AT&T Master Carrier Agreement
---------------------------------------------- ------------------------------------------- --------------------------------------
CUSTOMER Name (Full Legal Name): AT&T Sales Representative:
Swift Telecommunications Inc. AT&T Corp., ▇▇▇▇▇ ▇▇▇▇▇
("CUSTOMER") a New York corporation ("AT&T")
---------------------------------------------- ------------------------------------------- --------------------------------------
CUSTOMER Name (and Title) for Notice: AT&T Name (and Title) for Notice: AT&T Contact Telephone Number:
▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, President ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇-▇▇▇-▇▇▇▇
General Manager - Northeast
---------------------------------------------- ------------------------------------------- --------------------------------------
CUSTOMER Address: AT&T Address: Initial Deposit Amount Required:
▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇. ▇▇▇▇ ▇▇▇▇▇ 500,000.00 plus UCC1 form
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
---------------------------------------------- ------------------------------------------- --------------------------------------
City State Zip Code City State Zip Code
▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇ Someset NJ 08873
---------------------------------------------- ------------------------------------------- --------------------------------------
CUSTOMER Fax number for Notice: AT&T Fax number for Notice:
▇▇▇-▇▇▇-▇▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇
---------------------------------------------- ------------------------------------------- --------------------------------------
This Master Carrier Agreement shall be legally binding when signed by both
parties and shall continue in effect until the end of the longest term specified
in the Attachment(s), or until otherwise terminated as provided in accordance
with this Agreement. The rates and commitments provided in the Attachments shall
be effective as provided in each Attachment.
This Master Carrier Agreement consists of this Cover Sheet, the attached General
Terms and Conditions, and the Attachment(s) listed below (these documents
together are collectively referred to as the "Agreement"). In the event of any
inconsistency between these documents, precedence will be given to the documents
in the following order: (1) this Cover Sheet; (2) Attachment(s); (3) the General
Terms and Conditions. In the event of any inconsistency between the terms of
this Agreement and the terms of an applicable Tariff, the terms of the Agreement
shall prevail.
Confidential AT&T PROPRIETARY
Use Pursuant to AT&T Instructions
AT&T Master Carrier Agreement--Cover Sheet
Title Doc. ID Date/time stamp
----- ------- ---------------
General Terms and Conditions MCA 000626a.doc 06/26/00 10:53 am
MCA Supplemental Terms and Conditions Swift STC ▇▇▇▇▇▇▇.doc 11/20/00 10:06 am
AT&T Private Line and Satellite Services Terms and SWFT DTSP 001107 11/07/00 11:37 am
Pricing Attachment
AT&T Network Connection Service Terms and Pricing SWFT ANCSTP 001101 11/01/00 3:06 pm
Attachment
AT&T Network Connection Platform Service ANCSDA000609 8/16/00 6:24 pm
Description Attachment
--------------------------------------------------------------------------------
CUSTOMER'S SIGNATURE BELOW ACKNOWLEDGES THAT CUSTOMER HAS READ, UNDERSTANDS AND
AGREES TO EACH OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT THE
INDIVIDUAL SIGNING THIS AGREEMENT IS DULY AUTHORIZED TO DO SO.
--------------------------------------------------------------------------------
Swift Telecommunications Inc. AT&T Corp.
By: /s/ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇ By: /s/ ▇▇▇ ▇▇▇▇▇▇▇▇
---------------------------------- ----------------------------------
(Authorized Customer Signature) (Authorized AT&T Signature)
▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, President & CEO ▇▇▇ ▇▇▇▇▇▇▇▇, General Manager
--------------------------------------- ---------------------------------------
(Typed or Printed Name and Title) (Typed or Printed Name and Title)
Date: February 8, 2001 Date: February 8, 2001
-------------------------------- --------------------------------
Confidential AT&T PROPRIETARY
Use Pursuant to AT&T Instructions
GENERAL TERMS AND CONDITIONS
1. Provision of Services. CUSTOMER hereby orders and AT&T hereby agrees to
provide the AT&T services described in the Attachment(s) to this Agreement (the
"Services"). AT&T is not responsible for the quality of transmission or
signaling on CUSTOMER's side of the network interface between AT&T and CUSTOMER.
Service is furnished subject to the availability of the service components
required, and subject to operational and systems constraints.
2. Billing and Payment for the Services. Except as may be provided in an
Attachment, AT&T will send a single monthly ▇▇▇▇ for each of the Services to one
location designated by CUSTOMER. CUSTOMER is liable for all amounts due to AT&T
under this Agreement. Payment in U.S. currency is due within thirty days after
the ▇▇▇▇ date, except as otherwise provided below with respect to Billing
Disputes.
3. Non-Payment. AT&T may add interest charges to any past due amounts at the
lower of 12.0% per year or the maximum rate allowed by law. CUSTOMER shall
reimburse AT&T for reasonable attorney's fees and any other costs associated
with collecting delinquent or dishonored payments. Restrictive endorsements or
other statements on checks accepted by AT&T will not apply.
4. Billing Disputes. To dispute a charge on a ▇▇▇▇, CUSTOMER must identify the
specific charge in dispute and provide a full written explanation of the basis
for the dispute using a standard AT&T billing dispute form within 90 days after
the ▇▇▇▇ date. CUSTOMER may withhold payment of a charge subject to a good faith
dispute provided: (a) CUSTOMER submits the billing dispute, using a standard
AT&T billing dispute form, within thirty days after the ▇▇▇▇ date; (b) CUSTOMER
pays the undisputed portion of all charges; and (c) CUSTOMER cooperates
reasonably with AT&T's efforts to investigate and resolve the dispute. If AT&T
determines a disputed charge was billed in error, AT&T shall issue a credit to
reverse the amount incorrectly billed. If AT&T determines a disputed charge was
billed correctly, payment shall be due from CUSTOMER within five days after AT&T
advises CUSTOMER in writing that the dispute is denied.
5. Deposits. Using its Deposit standards, AT&T has assessed and CUSTOMER shall
pay the Initial Deposit amount specified on the Cover Sheet before Services are
provided. AT&T may require CUSTOMER, during the term of this Agreement, to
tender a deposit in an amount to be determined by AT&T in its reasonable
discretion. AT&T will rely upon commercially reasonable factors to determine the
need for and amount of any deposit. These factors may include, but are not
limited to, payment history, number of years in business, history of service
with AT&T, bankruptcy history, current account treatment status, financial
statement analysis, and commercial credit bureau rating, as well as commitment
levels and anticipated monthly charges. Any deposit will be held by AT&T as a
guarantee for the payment of charges. A deposit does not relieve CUSTOMER of the
responsibility for the prompt payment of bills. Interest (at the rate of 6% per
year or such other rate as is applicable by law) will be paid to CUSTOMER for
any period that a cash deposit is held by AT&T.
6. Obligations Regarding Taxes. CUSTOMER shall pay any applicable local, state
and federal taxes, levied upon the sale, installation, use or provision of the
Services, except to the extent customer provides a valid tax exemption
certificate to AT&T prior to the delivery of Services. CUSTOMER shall not be
required to pay any taxes assessed on AT&T's income. Gross Receipts Taxes will
be charged to CUSTOMER in the same manner as that provided in AT&T Tariff F.C.C.
No. 1, Section 2.5.14, as amended from time to time.
7. CUSTOMER is a Carrier. CUSTOMER certifies it is a "common carrier" as defined
in the Communications Act of 1934 (see ss.ss.153(10) and 211), with all required
state and federal operating authority.
8. Responsibilities of CUSTOMER. CUSTOMER is responsible for interfacing and
communicating with its End Users, for placing any orders, and for assuring that
it and any Intermediate Providers comply with the provisions of this Agreement
and with all applicable federal and state laws and regulatory requirements with
respect to the Services. CUSTOMER is responsible for arranging premises access
at any reasonable time so that AT&T personnel may install, repair, maintain,
inspect or remove service components.
9. Software. AT&T grants CUSTOMER a personal, non-transferable and non-exclusive
license (without the right to sublicense) to use, in object code form, all
software and associated written and electronic documentation and data furnished
pursuant to this Agreement (collectively, "Software"), solely in connection with
the Services and solely in accordance with applicable written and electronic
documentation. CUSTOMER will refrain from taking any steps to reverse assemble,
reverse compile or otherwise derive a source code version of the Software. The
Software shall at all times remain the sole and exclusive property of AT&T or
its suppliers. "Third-Party Software" means Software that bears a copyright
notice of a third party. "AT&T Software" means all Software other than
Third-Party Software. CUSTOMER shall not copy or download the Software, except
to the extent expressly provided otherwise in the applicable documentation for
the Service or in a writing signed by AT&T. Any copy must contain the same
copyright notices and proprietary markings as the original Software. CUSTOMER
agrees to comply with any additional restrictions that are provided with any
Third-Party Software. The term of the license granted with respect to any
Software shall be coterminous with the Attachment which covers the Software.
CUSTOMER shall assure that its Users comply with the terms and conditions of
this Section.
Confidential AT&T PROPRIETARY
Use Pursuant to AT&T Instructions
GENERAL TERMS AND CONDITIONS
10. Warranty with Respect to Software. AT&T warrants that all AT&T Software will
perform substantially in accordance with its applicable published specifications
during a warranty period of ninety (90) days beginning on the date of delivery
of the AT&T Software to CUSTOMER. If CUSTOMER returns to AT&T, within the ninety
(90) day warranty period, any AT&T Software that does not comply with this
warranty, then AT&T, at its option, will either repair or replace the portion of
the AT&T Software that does not comply or refund the amount paid by CUSTOMER for
such failed or defective AT&T Software. This warranty will apply only if the
AT&T Software is used in accordance with the terms of this Agreement and is not
altered, modified or tampered with by CUSTOMER or Users.
11. Abuse of Service. The abuse of Service is prohibited. Using Service or
permitting Service to be used in the following ways constitutes abuse:(a)
interfering unreasonably with the use of AT&T service by others or the operation
of the AT&T network; (b) carrying calls that originate on the network of a
facilities-based interexchange carrier other than AT&T and terminate
disproportionately to domestic locations for which AT&T's cost of terminating
switched access (based on the published access rates of the incumbent local
exchange companies) is above AT&T's price for the call under this Agreement
(after application of discounts); (c) subjecting AT&T personnel or non-AT&T
personnel to hazardous conditions; (d) attempting to avoid the payment, in whole
or in part, of any charges by any means or device (non-payment of billed charges
will not be considered abuse of service for purposes of this Section); or (e)
using the Services or displaying or transmitting Content in a manner that
violates any applicable law or regulation. In any instance in which AT&T
believes in good faith that there is abuse of Service as set forth above, AT&T
may immediately restrict, suspend or discontinue providing Service or prevent
the display or transmission of Content, without liability on the part of AT&T,
and then notify CUSTOMER of the action that AT&T has taken and the reason for
such action. To the extent doing so does not interfere with its ability to
prevent abuse of Service (to be determined in AT&T's reasonable judgment), AT&T
will attempt to notify CUSTOMER before taking such action, and will attempt to
limit any restriction, suspension or discontinuance under this Section to the
locations, Content, or Services with respect to which the abuse is taking place.
12. Default. If a party breaches any material term of this Agreement and the
breach continues unremedied for 60 days after written notice of default, the
other party may terminate for cause any Attachment materially affected by the
breach. If CUSTOMER is in breach of its payment obligations (including failure
to pay a required deposit), and fails to make payment in full within 5 days
after receipt of written notice of default, AT&T may, at its option, terminate
the Agreement, terminate affected Attachments, suspend Service under the
affected Attachments, and/or require a deposit, advanced payment, or other
satisfactory assurances in connection with any or all Attachments as a condition
of continuing to provide Services; except that AT&T will not take any such
action as a result of CUSTOMER's non-payment of a charge subject to a timely
billing dispute, unless AT&T has reviewed the dispute and determined that the
charge is correct. An Attachment may be terminated by either party immediately
upon written notice if the other party has become insolvent or involved in a
liquidation or termination of its business, or adjudicated bankrupt, or been
involved in an assignment for the benefit of its creditors. CUSTOMER shall be
liable to AT&T for Termination Charges, as specified in a terminated Attachment,
in the event that AT&T terminates an Attachment as a result of a breach by
CUSTOMER. Termination by either party of an Attachment does not waive any other
rights or remedies it may have under this Agreement.
13. No Other Warranties. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, AT&T
MAKES NO WARRANTIES, EXPRESS OR IMPLIED, UNDER THIS AGREEMENT AND SPECIFICALLY
DISCLAIMS ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
TITLE OR NON-INFRINGEMENT OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF
DEALING OR COURSE OF PERFORMANCE. AT&T DOES NOT WARRANT THAT THE SERVICES WILL
BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SERVICES WILL MEET CUSTOMER'S
REQUIREMENTS OR THAT THE SERVICES WILL PREVENT UNAUTHORIZED ACCESS BY THIRD
PARTIES. AT&T DOES NOT AUTHORIZE ANYONE TO MAKE A WARRANTY OF ANY KIND ON ITS
BEHALF AND CUSTOMER SHOULD NOT RELY ON ANYONE MAKING SUCH STATEMENTS.
14. Limitation of Liability. EITHER PARTY'S ENTIRE LIABILITY, AND THE OTHER
PARTY'S EXCLUSIVE REMEDIES, FOR ANY DAMAGES CAUSED BY ANY SERVICE DEFECT OR
FAILURE, OR FOR OTHER CLAIMS ARISING IN CONNECTION WITH ANY SERVICE OR
PERFORMANCE OR NON-PERFORMANCE OF OBLIGATIONS UNDER THIS AGREEMENT SHALL BE:
(a) FOR BODILY INJURY OR DEATH TO ANY PERSON, OR REAL OR TANGIBLE PROPERTY
DAMAGE, NEGLIGENTLY CAUSED BY A PARTY, OR DAMAGES ARISING FROM THE WILLFUL
MISCONDUCT OF A PARTY OR A BREACH OF THE PROVISIONS OF SECTION 17 (USE OF
MARKS), THE OTHER PARTY'S RIGHT TO PROVEN DIRECT DAMAGES;
(b) FOR DEFECTS OR FAILURES OF SOFTWARE, THE REMEDIES SET FORTH ABOVE UNDER
THE HEADING WARRANTY WITH RESPECT TO SOFTWARE;
(c) FOR INDEMNITY, THE REMEDIES SET FORTH BELOW UNDER THE
Confidential AT&T PROPRIETARY
Use Pursuant to AT&T Instructions
GENERAL TERMS AND CONDITIONS
HEADING INDEMNIFICATION;
(d) FOR DAMAGES OTHER THAN THOSE SET FORTH ABOVE AND NOT EXCLUDED UNDER THIS
AGREEMENT, EACH PARTY'S LIABILITY SHALL BE LIMITED TO PROVEN DIRECT DAMAGES
NOT TO EXCEED PER CLAIM (OR IN THE AGGREGATE DURING ANY 12-MONTH PERIOD) AN
AMOUNT EQUAL TO THE TOTAL NET PAYMENTS PAYABLE BY CUSTOMER FOR THE APPLICABLE
SERVICE UNDER THE APPLICABLE ATTACHMENT DURING THE 3 MONTHS PRECEDING THE
MONTH IN WHICH THE DAMAGE OCCURRED.
EXCEPT TO THE EXTENT PROVIDED UNDER THIS AGREEMENT WITH RESPECT TO
INDEMNIFICATION, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY
INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE OR SPECIAL DAMAGES,
INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS, ADVANTAGE, SAVINGS OR
REVENUES OF ANY KIND, OR INCREASED COST OF OPERATIONS, WHETHER OR NOT SUCH PARTY
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AT&T BE
LIABLE FOR ANY CLAIM OR DAMAGES CAUSED BY OR ARISING OUT OF:
(i) ANY ACT OR OMISSION (INCLUDING WITHOUT LIMITATION UNAUTHORIZED USE,
THEFT, ALTERATION, LOSS OR DESTRUCTION OF SERVICE OR THE APPLICATIONS,
CONTENT, DATA, PROGRAMS, INFORMATION, NETWORK OR SYSTEMS OF CUSTOMER, AN END
USER OR ANY THIRD PARTY) OF CUSTOMER, AN INTERMEDIATE PROVIDER, AN END USER,
OR ANOTHER THIRD PARTY,
(ii) EXCEPT AS OTHERWISE PROVIDED IN AN ATTACHMENT, SERVICE INTERRUPTIONS OR
LOST OR ALTERED MESSAGES OR TRANSMISSIONS, OR
(iii) INTEROPERABILITY, INTERACTION OR INTERCONNECTION OF THE SERVICES WITH
APPLICATIONS, EQUIPMENT, SERVICES, CONTENT OR NETWORKS PROVIDED BY CUSTOMER OR
THIRD PARTIES.
THE LIMITATIONS OF LIABILITY SET FORTH IN THIS AGREEMENT SHALL SURVIVE FAILURE
OF AN EXCLUSIVE REMEDY, AND SHALL APPLY REGARDLESS OF THE FORM OF ACTION,
WHETHER IN CONTRACT, TORT, WARRANTY, STRICT LIABILITY, OR NEGLIGENCE (INCLUDING
WITHOUT LIMITATION ACTIVE AND PASSIVE NEGLIGENCE). NOTHING IN THIS SECTION
LIMITS CUSTOMER'S RESPONSIBILITY FOR THE PAYMENT OF CHARGES DUE AS PROVIDED IN
THIS AGREEMENT.
15. Force Majeure. Neither party nor its Affiliates or subcontractors shall be
liable to the other party for any delay, failure in performance, loss or damage
due to force majeure conditions such as fire, explosion, power blackout,
earthquake, volcanic action, flood, hurricane, the elements, strike, embargo,
labor disputes, civil or military authority, war, acts of God, acts or omissions
of other carriers (except, for CUSTOMER, the acts of omissions of its
Intermediate Providers), acts of regulatory or governmental agencies, or other
causes beyond their reasonable control, except that CUSTOMER's obligation to pay
for services provided shall not be excused. Changes in economic, business or
competitive conditions are not force majeure conditions. If CUSTOMER is unable
to meet its commitments as a direct result of a force majeure condition,
CUSTOMER may suspend its commitments for one full billing month (or longer, with
AT&T's written consent, which shall not be unreasonably withheld). The effect of
such a suspension of commitment will be to exclude the affected month(s) from
all calculations affecting the CUSTOMER's commitments and to extend the term of
this Agreement by the same number of months. CUSTOMER must provide notice to
AT&T of the force majeure condition giving rise to the right to suspend
commitments within 30 days after its occurrence.
16. Indemnification. CUSTOMER shall indemnify, defend, and hold harmless AT&T
and its Affiliates, directors, officers, employees, agents, successors and
assigns from any and all claims, damages and expenses whatsoever (including
reasonable attorneys' fees) arising on account of or in connection with
CUSTOMER's use, resale or sharing of the Services, including but not limited to:
(a) claims for libel, slander, invasion of privacy; (b) claims for infringement
of copyright arising from any communication using the Services; (c) claims
arising from any failure, breakdown, interruption or deterioration of service
provided by AT&T to CUSTOMER or by CUSTOMER to End Users or Intermediate
Providers; (d) claims arising from CUSTOMER's marketing efforts; and (e) claims
of patent infringement arising from combining or using services or equipment
furnished by AT&T in connection with services or equipment furnished by others.
AT&T shall indemnify, defend, and hold harmless CUSTOMER and its Affiliates,
directors, officers, employees, agents, successors and assigns from all claims
of patent infringement arising solely from the use of the Services. CUSTOMER's
indemnification obligations do not apply to claims for damages to real or
tangible personal property or for bodily injury or death negligently caused by
AT&T.
17. Use of Marks. Nothing in this Agreement creates in a party any rights in the
other party's trade names, trademarks, service marks or any other intellectual
property. Either party may use the other party's trade names, trademarks, or
service marks only to the extent such use is not prohibited by this Agreement
and is
Confidential AT&T PROPRIETARY
Use Pursuant to AT&T Instructions
GENERAL TERMS AND CONDITIONS
otherwise permitted by law (including but not limited to the ▇▇▇▇▇▇ Act). In no
event shall either party use or display, in advertising or otherwise, any of the
other party's logos, trade dress, trade devices or other indicia of origin, or
any confusingly similar logos, trade dress, trade devices or indicia of origin.
CUSTOMER will not conduct business under any AT&T corporate or trade name,
trademark, service ▇▇▇▇, logo, trade dress, trade device, indicia of origin or
other symbol that serves to identify and distinguish AT&T from its competitors,
or under any confusingly similar corporate or trade name, trademark, service
▇▇▇▇, logo, trade dress, trade device, indicia of origin or other symbol.
CUSTOMER will not indicate or imply to any other party that CUSTOMER is
affiliated with AT&T, that CUSTOMER is authorized by AT&T to sell or provide
service to them, that CUSTOMER is providing (or will provide) service to such
party jointly or in collaboration or partnership with AT&T, or as the agent of
AT&T, or that service provided by CUSTOMER or another carrier is provided by
AT&T. Except to the limited extent (if any) as may be required under law,
neither CUSTOMER nor an Intermediate Provider shall indicate or imply to any
existing or potential End User (or Intermediate Provider) that any portion of
the service provided to the End User (or Intermediate Provider) by CUSTOMER or
the Intermediate Provider is provided by AT&T or is carried over the AT&T
network or AT&T facilities.
18. Relationship of the Parties. The relationship between the parties shall be
that of independent contractors and not of principal and agent, employer and
employee, franchiser and franchisee, partners or joint venturers. This Agreement
does not establish CUSTOMER as a dealer, distributor or franchisee of AT&T, and
no fee is being paid to AT&T to enter into this Agreement.
19. Confidential Information Defined. "Confidential Information" consists of the
following: all information disclosed by one party or its agent or representative
(the "Disclosing Party") to the other party or its agent or representative (the
"Receiving Party") in connection with this Agreement regarding the
telecommunications needs of CUSTOMER and/or the telecommunications offerings of
AT&T, to the extent that (a) for information disclosed in written, graphic or
other tangible form, it is designated by appropriate markings to be confidential
or proprietary or (b) for information disclosed orally, it is both identified as
proprietary or confidential at the time of disclosure and summarized in a
writing so marked within 15 business days following the oral disclosure.
Notwithstanding the foregoing, all written or oral pricing and contract
proposals exchanged between the parties shall be Confidential Information,
whether or not so designated. Confidential Information is the property of the
Disclosing Party and shall be returned to the Disclosing Party upon request.
This Agreement is Confidential Information as to which each party is both a
Disclosing Party and a Receiving Party. Information made known to the public by
the Disclosing Party or a third party, or previously known to the Receiving
Party free of any obligation to keep it confidential, or independently developed
by the Receiving Party, shall not be Confidential Information.
20. Confidentiality Obligations. A Receiving Party shall hold all Confidential
Information in confidence from the time of disclosure until at least 2 years
following the termination of this Agreement. During that period, the Receiving
Party: (a) shall use such Confidential Information only for the purposes of
performing this Agreement and using the Services; (b) shall reproduce such
Confidential Information only to the extent necessary for such purposes; (c)
shall restrict disclosure of such Confidential Information to employees that
have a need to know for such purposes; (d) shall advise those employees of the
obligations of this Agreement; (e) shall not disclose Confidential Information
to any third party without prior written approval of the Disclosing Party except
as expressly provided in this Agreement; and (f) shall use at least the same
degree of care (in no event less than reasonable care) as it uses with regard to
its own proprietary or confidential information to prevent the disclosure,
unauthorized use or publication of Confidential Information.
21. Publicity. No public statements or announcements relating to this Agreement
shall be issued by either party without the prior written consent of the other
party.
22. Alternative Dispute Resolution. The parties will attempt to settle any claim
for non-payment of charges or recovery of overpayment of charges for the
Services (hereinafter a "Billing Dispute"), through good faith negotiations. The
parties may agree to submit a Billing Dispute to non-binding mediation. At any
time, the party seeking payment may submit a notice of arbitration of a Billing
Dispute for arbitration under the United States Arbitration Act pursuant to the
terms of this Section and the Non-Administered Arbitration Rules of the CPR
Institute for Dispute Resolution ("CPR"), to the extent such rules do not
conflict. The Arbitration will be held in New York, New York, or any other
location selected by mutual agreement of the parties. The arbitrator shall not
have the power to award any damages in excess of the limits set forth in or
excluded under the limitations of liability provided in this Agreement. The
arbitrator may not limit, expand or otherwise modify the terms of this
Agreement. The arbitrator shall strictly limit discovery to the production of
documents directly relevant to the facts alleged in the notices of arbitration
and defense. If depositions are required, the arbitrator shall permit each Party
to conduct an equal number of depositions (not to exceed five per side), with
equal limits on the number of deposition hours for each Party (not to exceed 7
per deposition). If an evidentiary hearing is held, each Party's presentation of
its case shall be limited to three (3) days. Requests for temporary injunctive
relief may be
Confidential AT&T PROPRIETARY
Use Pursuant to AT&T Instructions
GENERAL TERMS AND CONDITIONS
submitted to a court of competent jurisdiction if the arbitrator has not yet
been appointed, but the arbitrator shall have the authority to modify any
injunctive relief granted by such a court. The arbitration award shall be made
final within eight months of filing of the notice of arbitration and judgment
upon the award may be entered in any court having competent jurisdiction. All
participants and the arbitrator shall hold the existence, content and results of
mediation and arbitration in confidence, except as necessary to enforce a final
settlement agreement or to enforce an arbitration award. Each party shall bear
its own expenses and equally share expenses related to the compensation of the
arbitrator. The arbitrator's award shall be in writing and shall state the
reasons for the award.
23. Time to Bring Claims. Any initial demand for arbitration pursuant to this
Agreement, and any legal action arising under this Agreement, must be initiated
within two years after the cause of action arises.
24. Notices. All notices under this Agreement shall be in writing and shall be
made: (a) by personal delivery; (b) by certified or registered mail, postage
prepaid return receipt requested, (c) by overnight delivery, or (d) by facsimile
transmission. Notice shall be sent to the individuals identified on the Cover
Sheet (at the address and/or fax number designated for notice), or to such other
individual, address or fax number as a party may designate by notice to the
other party.
25. Equipment. AT&T shall retain title to all of its equipment and facilities
used to provide service under this Agreement. CUSTOMER will pay reasonable
shipping charges for delivery to CUSTOMER's premises of AT&T equipment used to
provide Service under this Agreement. CUSTOMER is liable to AT&T for the
replacement cost of any AT&T-provided equipment installed at CUSTOMER's premises
in the event of loss of said equipment for any reason, including but not limited
to theft.
26. Export Regulations. The parties acknowledge that the Services may be subject
to U.S. export laws and regulations. If requested, CUSTOMER will sign assurances
and other export-related documents required for AT&T to comply with U.S. export
regulations.
27. Quality Monitoring. CUSTOMER authorizes AT&T to monitor and record calls to
AT&T concerning the Services for training and quality control purposes.
28. Assignment. This Agreement may not be assigned by either party except that
either party may assign its rights or delegate its duties under this Agreement
to an Affiliate of that party.
29. No Third Party Beneficiaries. This Agreement does not expressly or
implicitly provide any third party (including but not limited to End Users and
Intermediate Providers) with any remedy, claim, liability, reimbursement, cause
of action or other right or privilege.
30. Non-Waiver. The failure of a party to enforce any right under this Agreement
at any particular point in time shall not constitute a continuing waiver of any
such right with respect to the remaining term of this Agreement, or the waiver
of any other right under this Agreement.
31. Severability. If any portion of this Agreement is found to be invalid or
unenforceable, the remaining provisions shall remain in effect and the parties
shall immediately begin negotiations to replace any invalid or unenforceable
portions that are essential parts of this Agreement.
32. Survival of Terms. The rights and obligations of either party that by their
nature would continue beyond the termination or expiration of this Agreement
shall survive termination or expiration of this Agreement. For example, the
provisions of this Agreement regarding Confidentiality shall remain in effect
for 2 years following termination of this Agreement and the provisions of this
Agreement regarding arbitration, use of Marks, indemnification, and/or
limitation of liability shall survive termination of this Agreement as to any
cause of action arising under the Agreement.
33. Choice of Law. The domestic law of the State of New York, except its
conflict-of-laws rules, shall govern the construction, interpretation, and
performance of this Agreement, except to the extent superceded by federal law.
The United Nations Convention on Contracts for International Sale of Goods shall
not apply.
34. Amendment. No amendment, supplement, modification or waiver of any provision
of this Agreement shall be effective unless in writing and signed by authorized
representatives of both parties.
35. Entire Agreement. This Agreement constitutes the entire agreement between
the parties with respect to the Services. This Agreement supersedes all prior
agreements, proposals, representations, statements or understandings, whether
written or oral, concerning the Services or the parties' rights or obligations
relating to the Services. Any prior representations, promises, inducements or
statements of intent regarding the Services that are not embodied in this
Agreement are of no effect.
36. Definitions. The following definitions apply in addition to the
definitions set forth elsewhere in this Agreement:
"Affiliate" - any entity that controls, is controlled by or is under common
control with a party.
"Content" - information made available, displayed or transmitted in connection
with a Service (including information made available by means of an HTML "hot
link", a third party posting or similar means) including all trademarks, service
marks and domain names contained therein as well as the contents of any bulletin
boards or chat forums, and, all updates, upgrades, modifications and other
versions of any of the foregoing.
Confidential AT&T PROPRIETARY
Use Pursuant to AT&T Instructions
GENERAL TERMS AND CONDITIONS
"End User" or "User" - the entity that uses the service furnished under this
Agreement for its own use, and not for purposes of providing telecommunications
services to others.
"Intermediate Provider" - any provider or other intermediary (other than
CUSTOMER or its agents or employees) in the sales chain between CUSTOMER and an
End User.
"Tariff" - the AT&T Tariffs identified in the Attachments, and the successor
documents of general applicability that replace such tariffs in the event of
detariffing.
If not otherwise defined, capitalized terms shall be defined as provided in
AT&T's Tariffs.
-------------------------- End of Terms and Conditions -------------------------
Confidential AT&T PROPRIETARY
Use Pursuant to AT&T Instructions
Supplemental Terms and Conditions
Supplemental Terms and Conditions Attachment
CUSTOMER Name (Full Legal Name): Swift Communications, Inc.
Date of execution of Agreement: _________________ (by CUSTOMER)
_________________ (by AT&T)
================================================================================
The General Terms and Conditions of the Agreement are hereby revised as follows:
1. Section 17 is deleted in its entirety and replaced with the following:
17S. Use of Marks. Nothing in this Agreement creates in a party any
rights in the other party's trade names, trademarks, service
marks or any other intellectual property. Either party may use
the other party's trade names, trademarks, or service marks
only to the extent such use is not prohibited by this
Agreement and is otherwise permitted by law (including but not
limited to the ▇▇▇▇▇▇ Act). In no event shall either party use
or display, in advertising or otherwise, any of the other
party's logos, trade dress, trade devices or other indicia of
origin, or any confusingly similar logos, trade dress, trade
devices or indicia of origin. CUSTOMER will not conduct
business under any AT&T corporate or trade name, trademark,
service ▇▇▇▇, logo, trade dress, trade device, indicia of
origin or other symbol that serves to identify and distinguish
AT&T from its competitors, or under any confusingly similar
corporate or trade name, trademark, service ▇▇▇▇, logo, trade
dress, trade device, indicia of origin or other symbol.
CUSTOMER will not indicate or imply to any other party that
CUSTOMER is affiliated with AT&T, that CUSTOMER is authorized
by AT&T to sell or provide service to them, that CUSTOMER is
providing (or will provide) service to such party jointly or
in collaboration or partnership with AT&T, or as the agent of
AT&T, or that service provided by CUSTOMER or another carrier
is provided by AT&T. Except to the limited extent (if any) as
may be required under law, neither CUSTOMER nor an
Intermediate Provider shall indicate or imply to any existing
or potential End User (or Intermediate Provider) that any
portion of the service provided to the End User (or
Intermediate Provider) by CUSTOMER or the Intermediate
Provider is provided by AT&T or is carried over the AT&T
network or AT&T facilities. Nothing in this Section 17S is
intended to restrict CUSTOMER's rights under a separate
Intellectual Property Agreement executed contemporaneously
with this Agreement, and in the event of any inconsistency
between this Section 17S and the Intellectual Property
Agreement, the terms of the Intellectual Property Agreement
will prevail.
================================================================================
End of Attachment
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Private Line and Satellite Page 1 of 6
Service Terms and Pricing
Omitted information, for which [ * ] has been substituted herein, has been
omitted pursuant to a request for confidential treatment and such information
has been filed separately with the office of the Secretary of the Securities and
Exchange Commission.
AT&T Private Line and Satellite Service Terms and Pricing Attachment
CUSTOMER Name (Full Legal Name): Swift Telecommunications, Inc.
Date of execution of Agreement: _________________ (by CUSTOMER)
_________________ (by AT&T)
================================================================================
1. Services Provided. AT&T will provide the following Services to CUSTOMER
under this Attachment and pursuant to the terms of the Agreement and
the applicable Tariffs specified below.
A. AT&T Private Line Services. AT&T Private Line Services (AT&T
Tariff F.C.C. No. 9, as amended from time to time) consisting
of:
1. AT&T Private Line SONET OC12 Services
2. AT&T ACCUNET(R)SONET T155 Services
3. AT&T ACCUNET Fractional T45 Services
4. AT&T ACCUNET T45 Services
5. AT&T ACCUNET T1.5 Services
6. AT&T ACCUNET Spectrum of Digital Services
7. AT&T DATAPHONE Digital Services
8. International T155 Service - Overseas
9. AT&T International ACCUNET T45 Service-Canada
10. AT&T International ACCUNET T45 Service-Overseas
11. International Full Channel Service - Overseas
12. AT&T International ACCUNET Digital Services
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Private Line and Satellite Page 2 of 6
Service Terms and Pricing
13. AT&T International ACCUNET 2.048 Mbps Service-Mexico
14. AT&T International ACCUNET T1.5 Service-Canada
15. AT&T International ACCUNET T1.5 Service-Mexico
16. AT&T International ACCUNET Spectrum of Digital
Services-Canada
17. AT&T International ACCUNET Spectrum of Digital
Services-Mexico
18. AT&T International DATAPHONE Digital Service-Canada
19. AT&T International DATAPHONE Digital Service-Mexico
B. AT&T 1.544 Mbps Echo Cancellation. AT&T 1.544 Mbps Echo
Cancellation is an Office Function providing non-frequency
selective echo cancellation in AT&T's central office to
improve the quality of an AT&T T1.5 Inter Office Channel used
for voice transmissions. Echo cancellation is disruptive to
data transmissions, and is only available on an AT&T T1.5
Inter Office Channel that is designated by CUSTOMER for use
for voice transmissions.
C. AT&T Local Channel Services. AT&T Local Channel Services (AT&T
Tariff F.C.C. No. 11, as amended from time to time) consisting
of:
1. ACCUNET T155 Mbps Local Channel Services
2. AT&T TERRESTRIAL 45 Mbps Local Channel Services
3. AT&T TERRESTRIAL 1.544 Mbps Local Channel Services
4. AT&T Digital Data Local Channel Service
5. AT&T ACCUNET Generic Digital Access Services
6. AT&T Voice Grade Local Channel Service
D. AT&T Satellite Services. AT&T Satellite Services (AT&T Tariff
F.C.C. No. 7, as amended from time to time) consisting of AT&T
International Satellite Shared Earth Station Service.
E. AT&T InterSpan(R)Frame Relay Services. AT&T InterSpan Frame
Relay Services (AT&T Tariff F.C.C. No. 4, as amended from time
to time) consisting of:
1. AT&T InterSpan Frame Relay Service
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Private Line and Satellite Page 3 of 6
Service Terms and Pricing
2. AT&T International InterSpan Frame Relay Service
2. Term. The Term of this Attachment is 36 months. For each service
provided under this Attachment, the Term begins on the first day of the
first full billing month for the first service provided under this
Attachment, which day is referred to as the Customer's Initial Service
Date (CISD). Different Services may have different billing cycles, and
so the billing months may be staggered. For each service, however, the
Term will begin within one month after the Term begins for the first
service provided under this Agreement. CUSTOMER may elect to extend the
Term for an additional 12 months by providing notice of such election
to AT&T at least 60 days prior to the end of the initial Term. The
rates, terms and conditions of this Attachment are effective as of the
date on which this Attachment is made part of the Agreement (i.e., on
the date the Agreement is initially executed by both parties or, if
this Attachment is not part of the Agreement as initially executed, on
the date the Agreement is thereafter amended to include this
Attachment, which date is referred to as the "Effective Date").
3. Minimum Revenue Commitments. The following Minimum Revenue Commitments
apply under this Attachment. For each Minimum Revenue Commitment,
CUSTOMER commits that the Eligible Charges it incurs during each
Commitment Period will equal or exceed the amount of the commitment. If
CUSTOMER fails to meet any Minimum Revenue Commitment in a Commitment
Period, then CUSTOMER will pay a Shortfall Charge equal to the
difference between the Minimum Revenue Commitment and the amount of
Eligible Charges for that Minimum Revenue Commitment incurred during
the Commitment Period.
A. Private Line and Satellite Minimum Monthly Revenue Commitment
(MMRC)
1. The Private Line and Satellite MMRC is [ * ]. Each
month of the Term is a Commitment Period.
2. The Private Line and Satellite MMRC Eligible Charges
consist of [ * ].
B. Local Channel MMRC.
1. The Local Channel MMRC is [ * ]. Each month of the
Term is a Commitment Period.
2. The Local Channel MMRC Eligible Charges consist of [
* ].
4. Rates and Charges. The Rates and Charges for the Services provided
under this Attachment are [ * ]. AT&T reserves the right to change from
time to time the rates for Services under this Agreement, regardless of
any provisions that would otherwise stabilize rates or limit rate
increases, to reasonably reflect charges or payment obligations
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Private Line and Satellite Page 4 of 6
Service Terms and Pricing
imposed on AT&T stemming from an order, rule or regulation of the
Federal Communications Commission or a court of competent jurisdiction,
concerning universal service fund ("USF") charges, or other
governmental charges or fees imposed in connection with the provision
of Services
A. AT&T Private Line Services. The following monthly recurring
charges apply for the listed services [ * ].
Fixed Monthly Per Mile
Charge Charge
(Rate mileage (Rate mileage
Service 100 or less) more than 100)
------------ --------------
AT&T Private Line SONET OC12 Services [ * ]
AT&T ACCUNET SONET T155 Service [ * ]
AT&T ACCUNET T45 Service [ * ]
AT&T ACCUNET T1.5 Service [ * ]
B. AT&T 1.544 Mbps Echo Cancellation. When AT&T 1.544 Mbps Echo
Cancellation is associated with an AT&T ACCUNET T1.5 IOC, the
Monthly Recurring Charge is [ * ].
C. AT&T Local Channel Services.
1. AT&T ASDS 64 kbps and lower speed. The Monthly
Recurring Charges for a Local Channel are as follows:
Monthly Recurring Charge
per Local Channel
---------------------------------------------
Speed Mileage Band Fixed Per Mile
---------------------- --------------------- ---------------------- ----------------------
9.6/56/64 Kbps 0+ [ * ] [ * ]
---------------------- --------------------- ---------------------- ----------------------
5. Discounts. The following monthly discounts are the only discounts for
the Services provided under this Attachment.
A. AT&T Private Line Services.
1. Domestic AT&T Private Line Services. A discount will
be applied each month to Monthly Recurring Charges
for domestic AT&T Private Line Services, as follows:
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Private Line and Satellite Page 5 of 6
Service Terms and Pricing
(a) [ * ].
2. International AT&T Private Line Services. A discount
will be applied each month [ * ], as follows:
----------------------------------- -----------------
Service Discount
----------------------------------- -----------------
[ * ]o [ * ]
----------------------------------- -----------------
[ * ] [ * ]
----------------------------------- -----------------
B. AT&T Satellite Services. [ * ]
C. Local Channel Services. A discount will be applied each month
to [ * ], as follows
1. [ * ].
D. Frame Relay Services. A [ * ]discount will be applied each
month to [ * ].
6. Credits and Waivers. The following credits and waivers are the only
credits and waivers that apply to the Services 3 provided under this
Attachment. No other promotions, credits or waivers apply.
A. [ * ].
7. Classifications, Practices and Regulations. Except as otherwise
provided in this Attachment, the rates and regulations that apply to
the Services provided under this Attachment are as set forth in the
applicable Tariffs.
A. Detariffing. If, during the Term of this Attachment, any of
the tariffs of AT&T referenced herein are canceled, in whole
or in part, pursuant to a statutory change, order or
requirement of a governmental or judicial authority of
competent jurisdiction requiring detariffing, then, following
such cancellation, any rates, terms and conditions of such
tariffs that had been applicable to the Services provided
under this Agreement will continue to apply, based on the
language of the tariffs in effect as of the date of
cancellation.
B. Definitions. Terms not otherwise defined in this Attachment or
in the Agreement have the meanings provided in the applicable
Tariffs.
8. Termination Charge. The following provision applies in lieu of any
Discontinuance With or Without Liability provisions specified in the
applicable Tariffs.
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Private Line and Satellite Page 6 of 6
Service Terms and Pricing
A. If CUSTOMER terminates this Attachment prior to the end of the
Term, or if AT&T terminates this Attachment or the Service
provided under this Attachment prior to the end of the Term
due to CUSTOMER's breach of the Agreement, CUSTOMER will be
billed a Termination Charge. The Termination Charge will be an
amount equal to 50% of the unsatisfied Minimum Revenue
Commitment(s) for the Commitment Period(s) in which the
termination occurs, plus 50% of the Minimum Revenue
Commitments for each Commitment Period remaining in the Term.
In addition, CUSTOMER will be billed (1) any other applicable
Termination Charges as set forth in this Attachment, and (2)
an amount equal to the sum of any credits provided under this
Attachment.
================================================================================
End of Attachment
Omitted information, for which [ * ] has been substituted herein, has been
omitted pursuant to a request for confidential treatment and such information
has been filed separately with the office of the Secretary of the Securities and
Exchange Commission.
AT&T Network Connection Service Terms and Pricing
Commitment in a Commitment Period, then CUSTOMER will pay a Shortfall
Charge equal to the difference between the Minimum Revenue Commitment and
the amount of Eligible Charges for that Minimum Revenue Commitment incurred
during the Commitment Period.
A. Minimum Revenue Commitment (MRC).
1. The MRC for each Commitment Period is as provided in the following
chart:
Commitment Period MRC
----------------- ---
Ramp-Up Period not applicable
Months 1-12 of the Full Service Period $3,000,000
Months 13-24 of the Full Service Period $3,000,000
Months 25-36 of the Full Service Period $3,000,000
2. The MRC Eligible Charges consist of the usage charges and monthly
recurring charges for AT&T Network Connection - Outbound Service,
AT&T Network Connection - Toll Free Service, AT&T Network
Connection Directory Assistance, AT&T Network Connection
Administrative Data Connection, and AT&T Network Connection Fraud
and Uncollectibles Management Services, after application of all
discounts and credits.
4. Rates and Charges. AT&T reserves the right to change from time to time the
rates for Services under this Agreement, regardless of any provisions that
would otherwise stabilize rates or limit rate increases, to reasonably
reflect charges or payment obligations imposed on AT&T stemming from an
order, rule or regulation of the Federal Communications Commission or a
court of competent jurisdiction, or any other governmental entity or
authority, concerning (i) compensation of payphone service providers, (ii)
universal service fund ("USF") charges, (iii) presubscribed interexchange
carrier charges ("PICCs"), or (iv) other governmental charges or fees
imposed in connection with the provision of Services, or to reasonably
reflect charges or payment obligations imposed on AT&T related to
termination of domestic or international calls to mobile numbers.
A. AT&T Network Connection - Outbound Service and Toll Free Service.
1. Domestic Rates.
(a) Transport
The effective monthly transport rate will be determined each
month by applying the applicable transport discount to the
Base Transport Rate, based on the amount of "Qualified Usage"
(defined below) billed per month. Each transport discount
consists of two separate discounts: one discount for calls
made during a peak rate period ("Peak Discount") and another
discount for calls made during an off-peak rate period
("Off-Peak Discount") (collectively, the "Transport
Discount"), as set
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
forth in the table below. The peak rate applies from 8:00 AM
to 5:00 PM, Monday through Friday (excluding the following
United States holidays: New Year's Day; Memorial Day;
Independence Day; Labor Day; Thanksgiving Day; and Christmas
Day), and the off-peak rate applies for all other time
periods. The applicable time period will be determined based
on the time at the AT&T Central Office through which the call
is originated. When a call occurs in more than one rate
period, the rate for each rate period applies to the portion
of the call within that rate period. Only one Transport
Discount shall be applied to the monthly Base Transport Rate
for the entire month's transport usage, and the Transport
Discount shall not apply to any other charges. Qualified Usage
consists of the total domestic minutes of use for AT&T Network
Connection - Outbound Service and AT&T Network Connection
Service - Toll Free Service. The Base Transport Rate and
Transport Discount are the same for both AT&T Network
Connection - Outbound Service and AT&T Network Connection -
Toll Free Service.
------------------------------------------------------
Base Transport Rate
------------------------------------------------------
[ * ] $[ * ]
----------------------------------------- ------------
[ * ] $[ * ]
----------------------------------------- ------------
------------------------------------------------------
Transport Discount
--------------------------------- ----------- --------
Qualified Usage (minutes of use) Peak Off-Peak
Discount Discount
--------------------------------- ----------- --------
[ * ] [ * ]% [ * ]%
--------------------------------- ----------- --------
--------------------------------- ----------- --------
[ * ] [ * ]% [ * ]%
--------------------------------- ----------- --------
--------------------------------- ----------- --------
[ * ] [ * ]% [ * ]%
--------------------------------- ----------- --------
(b)Access
Access charges consist of Monthly Recurring Charges, Usage
Rates and a CIC Provisioning Charge.
(1) Monthly Recurring Charges. Monthly Recurring Charges apply
as provided in the following tables:
(A) AT&T Network Connection - Outbound Service
Type of Access Trunk Group Switch Port M28 Multiplexing
Arrangement Charge Charge Charge
----------- ------ ------ ------
CIC-based Routing [ * ] [ * ] [ * ]
DTO+ $[ * ] $[ * ]** [ * ]
IXC Access Trunk Group [ * ] $[ * ]** [ * ]***
+ Monthly Recurring Charges apply under the DTO
originating access arrangement for each DS1 in a
DTO Access Trunk Group.
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
** The Switch Port Charge will be waived if the
monthly usage per T1.5 exceeds [ * ].
*** M28 Multiplexing Office Function Charges are as
provided in [ * ].
(B) AT&T Network Connection - Toll Free Service
Routing
Type of Access Arrangement Switch Port M28 Multiplexing
Arrangement Charge+ Charge Charge
----------- ------- ------ ------
Switched Access $[ * ] [ * ] [ * ]
Nodal Access $[ * ] $[ * ]** [ * ]***
Toll Free IXC Access $[ * ] $[ * ]** [ * ]***
Trunk Group
+ The Routing Arrangement Charge applies per
routing arrangement (each Toll Free number must
have at least one routing arrangement).
** The Switch Port Charge will be waived if the
monthly usage per T1.5 exceeds [ * ].
*** M28 Multiplexing Office Function Charges are as
provided in [ * ].
(2) Usage Rates. Access Usage Rates are set forth in [ * ]. A
separate set of Access Usage Rates apply for each LEC
Operating Company Number ("OCN") within each LATA. A per
call Database Dip Charge also applies for AT&T Network
Connection - Toll Free Service.
(A) Access Rate File. Access Usage Rate [ * ]are set
forth in the following file (the "Access Rate
File"). CUSTOMER acknowledges it has received the
Access Rate File from AT&T prior to its execution of
this Agreement.
----------------------------------------------------
Access Rate File Name: [ * ]
----------------------------------------------------
Although the rates in the Access Rate File are set
forth as per minute rates, the Originating and
Terminating Access Usage Rates are billed with an
initial period of [ * ] and additional periods of
[ * ]. The applicable Usage Rate for the [ * ] will
be [ * ], and the applicable Usage Rate for each
additional [ * ] will be [ * ].
(B) Interstate and Intrastate Rates. [ * ]contain
separate interstate and intrastate rates. The
intrastate rates apply if the call originates and
terminates within the same State; the interstate
rates apply if the call originates in one State (or
the District of Columbia) and terminates in a
domestic location that is not in the same State. The
location from which a call originates and terminates
will be determined as described in the following
table:
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
------------------------------------- ------------------------ -------------------------
Originating Terminating
Type of Call Location based on Location based on
------------------------------------- ------------------------ -------------------------
AT&T Network Connection - Outbound NPA-NXX associated NPA-NXX of called number
Service (CIC-based Routing) with originating ANI+
------------------------------------- ------------------------ -------------------------
AT&T Network Connection - Outbound NPA-NXX associated NPA-NXX of called number
Service (DTO) with originating ANI+
------------------------------------- ------------------------ -------------------------
AT&T Network Connection - Outbound location of AT&T NPA-NXX of called number
Service (IXC Access Trunk Group) Central Office through
which call originates
------------------------------------- ------------------------ -------------------------
AT&T Network Connection - Toll Free NPA-NXX associated NPA-NXX of the POTS
Service (Switched Access) with originating ANI+ number at which call
terminates
------------------------------------- ------------------------ -------------------------
AT&T Network Connection - Toll Free NPA-NXX associated Location of AT&T
Service (Nodal Access) with originating ANI+ Central Office through
which call terminates
------------------------------------- ------------------------ -------------------------
AT&T Network Connection - Toll Free NPA-NXX associated Location of AT&T
Service (Toll Free IXC Access Trunk with originating ANI+ Central Office through
Group) which call terminates
------------------------------------- ------------------------ -------------------------
+ If ANI is not provided by the originating LEC,
the Originating Location will be deemed to be in
the same state as the AT&T Central Office
through which the call originates.
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
(C) Rate Schedules [ * ]. Rate Schedules [ * ]apply as
described in the following table:
--------------------------------------------------- ------------------ ------------------
Originating Terminating
Service and Access Arrangement Access Rates Access Rates
--------------------------------------------------- ------------------ ------------------
AT&T Network Connection - Outbound Service [ * ] [ * ]
(CIC-based Routing)
--------------------------------------------------- ------------------ ------------------
AT&T Network Connection - Outbound Service (DTO) [ * ] [ * ]
--------------------------------------------------- ------------------ ------------------
AT&T Network Connection - Outbound Service (IXC [ * ] [ * ]
Access Trunk Group)
--------------------------------------------------- ------------------ ------------------
AT&T Network Connection - Toll Free Service [ * ] [ * ]
(Switched Access)
--------------------------------------------------- ------------------ ------------------
AT&T Network Connection - Toll Free Service [ * ] [ * ]
(Nodal Access)
--------------------------------------------------- ------------------ ------------------
AT&T Network Connection - Toll Free Service (Toll [ * ] [ * ]
Free IXC Access Trunk Group)
--------------------------------------------------- ------------------ ------------------
(D) Access Usage Rate Adjustments. Rate Schedules [ *
]will be adjusted twice each year, to reflect LEC
access rate changes as of January and July. The
Access Usage Rate changes will be effective with
March and September usage. Supplemental Access Usage
Rates may be provided more frequently to introduce
new rates (e.g., for new OCNs or in the event of a
LATA split or consolidation).
(E) Database Dip Charge. A Database Dip Charge of $[ * ]
applies for each call completed using the AT&T
Network Connection - Toll Free Service.
(3) CIC Provisioning Charge. The CIC Provisioning Charge will
be a non-recurring charge of $[ * ] per LEC End Office,
for each CIC.
(c) Payphone Use Charge
AT&T Network Connection - Toll Free Service calls are subject
to a Payphone Use Charge as provided in [ * ]. To the extent
CUSTOMER is obligated to pay per call compensation to a
payphone provider for calls made using AT&T Network Connection
- Toll Free Service, CUSTOMER authorizes AT&T to make such
payments on its behalf.
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
(d) Expedite Charges
The following Expedite Charges apply as provided in the AT&T
Network Connection Platform Service Description Attachment.
------------------------------------------------------------------------- -------------------------
Type of Expedited Order Expedite Charge
------------------------------------------------------------------------- -------------------------
AT&T Network Connection-Toll Free Order to add a new toll free number $[ * ]
under a Switched Access arrangement (with no Advanced Features)
------------------------------------------------------------------------- -------------------------
AT&T Network Connection-Toll Free Order to add, change or delete a $[ * ]
secondary toll free number under a Nodal Access or Toll Free
IXC Access Trunk Group arrangement (with no Advanced Features)
------------------------------------------------------------------------- -------------------------
AT&T Network Connection-Toll Free Order to add a new Nodal Access or $[ * ]
Toll Free IXC Access Trunk Group arrangement (with no Advanced Features)
------------------------------------------------------------------------- -------------------------
AT&T Network Connection-Toll Free Order to add new Advanced Features, $[ * ]
or to change or delete Advanced Features
------------------------------------------------------------------------- -------------------------
2. International Rates.
(a) International Rate Adjustments
AT&T may adjust the Usage Rates for international AT&T Network
Connection - Outbound Service or international AT&T Network
Connection - Toll Free Service upon 7 days' written notice to
CUSTOMER. Such adjustments may include introduction of
separate rates for different types of calls (such as calls to
foreign mobile telephone numbers or international audiotext
calls) and new rates for new countries.
(b) AT&T Network Connection - Outbound Service
(1) Originating Access
The charges for originating access for international AT&T
Network Connection - Outbound Service are the same as the
charges for originating access for domestic AT&T Network
Connection - Outbound Service.
(2) Transport and Termination
The transport and termination Usage Rates for
international AT&T Network Connection - Outbound Service
are set forth in the following charts as [ * ]. For all
countries except Mexico, the rate [ * ] will be [ * ] and
the rate for [ * ] will be [ * ]. For Mexico: (1) the [ *
]rate applies for [ * ], (2) the standard rate applies
from 7:00 AM to 7:00 PM, for all days of the week
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
including holidays, and the economy rate applies for all
other time periods, and (3) when a call spans more than
one rate period, the rate applicable for the period in
which the call originated applies to the entire duration
of the call. A separate Usage Rate may apply when AT&T
Network Connection - Outbound Service is used to call a
foreign mobile telephone number or to make an
international audiotext call.
----------------------------------------------------------
[ * ] [ * ]
----------------------------------------------------------
[ * ] [ * ]
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[ * ] [ * ]
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[ * ] [ * ]
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[ * ] [ * ]
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[ * ] [ * ]
----------------------------------------------------------
[ * ] [ * ]
----------------------------------------------------------
[ * ] [ * ]
----------------------------------------------------------
[ * ] [ * ]
----------------------------------------------------------
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
----------------------------------------------------------
[ * ] [ * ]
----------------------------------------------------------
[ * ] [ * ]
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[ * ] [ * ]
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[ * ] [ * ]
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[ * ] [ * ]
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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(c) AT&T Network Connection - Toll Free Service
The Usage Rates for AT&T Network Connection - Toll Free
Service are set forth in the following chart as [ * ]. The
applicable rate varies based on whether the terminating access
arrangement is switched access, nodal access, or Toll Free IXC
Trunk Group Access (the latter two are referred to in the
following Rate Table as "Dedicated"). The rate for [ * ] will
be [ * ] and the rate for [ * ] will be [ * ]. For Mexico, (1)
the standard rate applies from 7:00 AM to 6:59 PM, for all
days of the week including holidays, and the economy rate
applies for all other time periods, and (2) the applicable
rate varies by Service Area (M1, M2, M3, or M4) as [ * ].
--------------------------------------------------------------
Country Switched Dedicated
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
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Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
--------------------------------------------------------------
Country Switched Dedicated
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3. AT&T Network Connection - Toll Free Service Features
(a) Basic Routing Features.
The AT&T Network Connection - Toll Free Basic Routing
Features, as described in the AT&T Network Connection Platform
attachment, are [ * ].
(b) Advanced Features.
The rates for AT&T Network Connection - Toll Free Advanced
Features, as described in the AT&T Network Connection Platform
attachment, are [ * ].
4. AT&T Network Connection - Outbound Features
(a) Call Processing Features
The charges for Call Processing Features consist of a
Non-recurring Installation Charge, a Usage Charge, and Monthly
Recurring Charges. The Non-recurring Installation Charge for
Call Processing Features is $[ * ] per [ * ]. The Usage Charge
for Call Processing Features is $[ * ] for each [ * ]. The
Monthly Recurring Charge for Monthly ANI Database Storage is
$[ * ].
(c) AT&T Network Connection - 700 PIC Verification
The charges for AT&T Network Connection - 700 PIC Verification
consist of a Usage Charge, a Non-recurring Recording Charge,
and Monthly Recurring Storage Charges. The Usage Charge for
AT&T Network Connection - 700 PIC Verification is $[ * ]. The
Non-recurring Recording Charge for AT&T Network Connection -
700 PIC Verification is $[ * ]. The Monthly Recurring Storage
Charges vary based on [ * ], as set forth below.
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
------------------------------------------------------------------------------------------------------------
[ * ] 1 2 3 4 5
------------------------------------------------------------------------------------------------------------
Storage Charge [ * ] $[ * ] [ * ] [ * ] [ * ] [ * ]
------------------------------------------------------------------------------------------------------------
B. AT&T Network Connection - Directory Assistance Service.
The service charge for AT&T Network Connection - Directory Assistance
Service is $[ * ], in addition to [ * ].
C. AT&T Network Connection - Administrative Data Connection.
The monthly recurring charge for AT&T Network Connection -
Administrative Data Connection is $[ * ].
D. AT&T Network Connection - Fraud and Uncollectibles Management Service.
1. Monthly Recurring Charge. The monthly recurring charge for AT&T
Network Connection - Fraud and Uncollectibles Management Service
varies based on which of the following options CUSTOMER orders.
(a) Option A. AT&T Network Connection - Fraud and Uncollectibles
Management Service Option A consists of the following
capabilities. The Monthly Recurring Charge for AT&T Network
Connection - Fraud and Uncollectibles Management Service
Option A is $[ * ].
1. Fraud Notification Service;
2. Fraud Call Records Feed;
3. Fraud Call Records Data Warehouse;
4. Call Denial & Restoral Services- Outbound;
5. AT&T Call Denial & Restoral Service- Toll Free; and
6. Dial Around Blocking
(b) Option B. AT&T Network Connection - Fraud and Uncollectibles
Management Service Option B consists of the following
capabilities. The Monthly Recurring Charge for AT&T Network
Connection - Fraud and Uncollectibles Management Service
Option B is $[ * ].
1. Fraud Notification Service;
2. Fraud Call Records Feed;
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
3. Call Denial & Restoral Services- Outbound;
4. AT&T Call Denial & Restoral Service- Toll Free; and
5. Dial Around Blocking
(c) Option C. AT&T Network Connection - Fraud and Uncollectibles
Management Service Option C consists of the following
capabilities. The Monthly Recurring Charge for AT&T Network
Connection - Fraud and Uncollectibles Management Service
Option C is $[ * ].
1. Fraud Notification Service;
2. Fraud Call Records Data Warehouse;
3. Call Denial & Restoral Services- Outbound;
4. AT&T Call Denial & Restoral Service- Toll Free; and
5. Dial Around Blocking
(d) Option D. AT&T Network Connection - Fraud and Uncollectibles
Management Service Option D consists of the following
capabilities. The Monthly Recurring Charge for AT&T Network
Connection - Fraud and Uncollectibles Management Service
Option D is $[ * ].
1. Fraud Notification Service;
2. Call Denial & Restoral Services- Outbound;
3. AT&T Call Denial & Restoral Service- Toll Free; and
4. Dial Around Blocking
2. AT&T Network Connection - Administrative Data Connection Monthly
Recurring Charge [ * ]. [ * ].
3. Other Charges
The price for processing facsimile call denial/restoral requests
is $[ * ].
E. Universal Connectivity Charge.
AT&T Network Connection Services are subject to [ * ].
5. Monitoring Conditions. CUSTOMER must satisfy the following Monitoring
Conditions which will be monitored as of each anniversary of the Term Start
Date. Unless otherwise specified below, the Monitoring Period consists of
the 12 months immediately preceding the
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
anniversary of the Term Start Date. If CUSTOMER fails to satisfy any of the
following Monitoring Conditions during any Monitoring Period, CUSTOMER will
pay a Non-compliance Charge as specified.
A. [ * ].
B. [ * ].
6. Classifications, Practices and Regulations
A. Detariffing. If during the Term of this Attachment, any of the tariffs
of AT&T referenced herein are canceled, in whole or in part, pursuant
to a statutory change, order or requirement of a governmental or
judicial authority of competent jurisdiction requiring detariffing,
then, following such cancellation, any rates, terms and conditions of
such tariffs that had been applicable to the Services provided under
this Agreement will continue to apply, based on the language of the
tariffs in effect as of the date of cancellation.
7. Termination Charge.
A. If CUSTOMER terminates this Attachment prior to the end of the Term, or
if AT&T terminates this Attachment or the Service provided under this
Attachment prior to the end of the Term due to CUSTOMER's breach of the
Agreement, CUSTOMER will be billed a Termination Charge. The
Termination Charge will be an amount equal to 50% of the unsatisfied
Minimum Revenue Commitment(s) for the Commitment Period(s) in which the
termination occurs, plus 50% of the Minimum Revenue Commitments for
each Commitment Period remaining in the Term. In addition, CUSTOMER
will be billed an amount equal to the sum of any credits provided under
this Attachment.
================================================================================
End of Attachment
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Platform
Service Description Attachment
AT&T NETWORK CONNECTION PLATFORM
This Attachment describes the various component services that comprise the AT&T
Network Connection Platform. The only services provided under this Agreement are
those identified as services provided in the Service Terms and Pricing
Attachment. AT&T Network Connection Services are not interoperable with any AT&T
tariffed services, features or capabilities, except to the extent as may be
expressly set forth in this Agreement.
1. SERVICE DESCRIPTIONS
1.1. AT&T Network Connection - Outbound Service
AT&T Network Connection - Outbound Service is an outbound long distance service
that provides unbranded transport of domestic and international calls. AT&T
Network Connection - Outbound Service calls are dialed and completed without the
assistance of an AT&T operator, and do not include calling card calls,
person-to-person calls, collect calls, third-number billed calls, conference
calls, and calls to 500, 700 (except to the extent provided in this Attachment),
800, 8yy, 900 or other special Service Area Codes.
(a) Domestic AT&T Network Connection - Outbound Service Rate
Components
Domestic AT&T Network Connection - Outbound Service has an unbundled
rate structure with separate rate components for originating access,
transport and terminating access.
(1) Originating Access
There are four arrangements available for originating access:
Carrier Identification Code (CIC)-based routing, Dedicated
Trunk Sub-group Option
Confidential AT&T-PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Platform
Service Description Attachment
(DTO), IXC Access Trunk Group, and Nodal Access. Originating
Access Usage Rates apply for the CIC-based routing and DTO
access arrangements.
(A) CIC-based routing
In a CIC-based routing arrangement, calls are
originated by CUSTOMER's End Users using a CIC
designated by CUSTOMER and accepted by AT&T as the
"Authorized CUSTOMER CIC" (either on a 1+ basis using
a switched access line presubscribed to the
Authorized CUSTOMER CIC or on a casual calling basis
using the 101XXXX carrier access code associated with
an Authorized CUSTOMER CIC), and are routed by the
Local Exchange Carrier ("LEC") from the LEC end
office or access tandem to the AT&T Central Office**
over AT&T's Feature Group D access trunk group.
CIC-based routing is available only in LEC serving
areas in which the LEC offers the Carrier
Identification Parameter ("CIP") feature.
(1) AT&T is responsible for activating the
Authorized CUSTOMER CIC in all LEC End
Offices designated by CUSTOMER. CUSTOMER
will cooperate with AT&T in developing and
executing the implementation project plan,
including but not limited to acceptance and
confirmation of test calls initiated from
each End Office. A CIC Provisioning Charge
will apply on a per
------------------------
** As used in this Agreement, an "AT&T Central Office" is an AT&T
Central Office in one of the forty-eight contiguous United States
or the District of Columbia which AT&T designates for AT&T Network
Connection capability.
Confidential AT&T-PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Platform
Service Description Attachment
CIC, per End Office basis as provided in the
Service Terms and Pricing Attachment.
(2) Originating Access Usage Rates are as
provided in the Service Terms and Pricing
Attachment.
(B) Dedicated Trunk Sub-group Option (DTO)
In a DTO arrangement, calls are originated by
CUSTOMER End Users using the Authorized CUSTOMER CIC
(either on a 1+ basis using a switched access line
presubscribed to the Authorized CUSTOMER CIC or on a
casual calling basis using the 101XXXX carrier access
code associated with the Authorized CUSTOMER CIC),
and are routed by the LEC from the LEC end office or
access tandem to the AT&T Central Office over a
Feature Group D access trunk group dedicated for the
use of CUSTOMER. The minimum trunk group size allowed
for a DTO access trunk group is 24 trunks (one DS1),
and all trunk groups must be engineered in multiples
of 24 trunks. Trunk Sub-Group (TSG) characteristics
at AT&T's switch will be used to identify the traffic
as CUSTOMER traffic. A monthly Trunk Group Charge and
a monthly Switch Port Charge applies for each DS1 in
a DTO access trunk group, as provided in the Service
Terms and Pricing Attachment. Originating Access
Usage Rates are as provided in the Service Terms and
Pricing Attachment. A CIC Provisioning Charge will
apply on a per CIC, per End Office basis as provided
in the Service Terms and Pricing Attachment. The DTO
access arrangement is required in lieu of CIC-based
routing in
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LEC serving areas in which the LEC does not offer the
CIP feature from all end offices associated with the
access tandem. If the CIP feature becomes available
from all end offices associated with a DTO access
trunk group, CUSTOMER will cooperate with AT&T to
convert the DTO access arrangement to a CIC-based
routing arrangement within 60 days after AT&T's
request.
(C) IXC Access Trunk Group
An IXC Access Trunk Group is a Feature Group D trunk
group (or an alternative type of trunk group
acceptable to AT&T) between a CUSTOMER IXC Switch+
and an AT&T Point of Presence ("POP") that supports
Feature Group D trunk group connections. The trunk
group may consist of one or more direct DS1 dedicated
access facilities, or one or more direct DS3
dedicated access facilities with the associated AT&T
------------------------
+ As used in this Attachment, a "CUSTOMER IXC Switch" is a
telecommunications switch that (1) is owned and operated by
CUSTOMER, (2) is viewed by AT&T as an Access Tandem, (3) is used
predominantly to provide switched telecommunications services on a
common carrier basis, and (4) utilizes signaling that adheres to
all applicable standards and requirements as described in the
following references:
(a) for common channel signaling, all applicable standards and
requirements (specifically including delivery of Charge
Number, Calling Party Number and Originating Line Information
parameters) set forth in (i) Bellcore GR-905-CORE, "Common
Channel Signaling Network Interface Specification", (ii) ANSI
T1.111-1996, "American National Standard for
Telecommunications-Signaling System No.7 (SS7)-Message
Transfer Part (MTP)", and (iii) ANSI T1.113-1995, "American
National Standard for Telecommunications-SS7-ISDN User Part";
and
(b) for either common channel signaling or EAMF signaling, all
applicable standards and requirements set forth in Bellcore
GR-690-CORE, "Exchange Access Interconnection FSD 20-24-0000".
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M28 Multiplexing Office Function. CUSTOMER is
responsible for all charges associated with the
origination of the call, from the calling party to
the CUSTOMER IXC Switch. CUSTOMER is responsible for
obtaining the direct DS1/DS3 dedicated access
facilities from a local access provider, at its own
expense. CUSTOMER is responsible for Switch Port
Charges and (for a DS3 facility only) M28
Multiplexing Office Function charges as described in
the Service Terms and Pricing Attachment.
(D) Nodal Access
In a Nodal Access arrangement, calls are originated
by CUSTOMER's End Users using a 1.544 Mbps dedicated
access facility, or a 44.736 Mbps dedicated access
facility with an associated AT&T M28 Multiplexing
Office Function, between the End User's premises and
the AT&T Central Office. The same access facility can
be used to provide terminating Nodal Access for AT&T
Network Connection - Toll Free Service. CUSTOMER is
responsible for all charges associated with the Nodal
Access arrangement. If CUSTOMER obtains the dedicated
access facility from AT&T, the applicable AT&T
charges include the Local Channel, Access Connection,
M28 Multiplexing Office Function and Access
Coordination Function charges. If CUSTOMER does not
obtain the dedicated access facility from AT&T, the
applicable AT&T charges include the Access Connection
and M28 Multiplexing Office Function charges. There
is no originating access usage rate associated with a
Nodal Access arrangement.
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(2) Transport
AT&T will transport the call from the AT&T Central Office at
which the call originated to the AT&T Central Office through
which the call will be routed to the remote LEC for
termination. The Transport Usage Rates are as described in the
Service Terms and Pricing Attachment.
(3) Terminating Access
AT&T will deliver the call to the remote LEC for termination
to the called party. The Terminating Access Rates are as
described in the Service Terms and Pricing Attachment.
(b) International AT&T Network Connection - Outbound Service Rate
Components
International AT&T Network Connection - Outbound Service has a bundled
rate structure for transport and termination. The rates are as
described in the Service Terms and Pricing Attachment. Originating
access for international AT&T Network Connection - Outbound Service
calls is provided in the same way, and CUSTOMER pays the same rates, as
originating access for domestic AT&T Network Connection - Outbound
Service calls.
(c) AT&T Network Connection - Outbound Features
(1) Call Processing Features
AT&T Network Connection - Outbound Service Call Processing
Features consist of Call Screening and Blocking and Account
Codes. CUSTOMER may order a maximum of ten Feature Sets. A
Feature Set can support Call Screening and Blocking only,
Account Codes only, or both Call Screening and Blocking and
Account Codes. Additional restrictions may apply with respect
to Call Processing
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Features as described in more detailed feature descriptions
and administrative material provided by AT&T from
time-to-time. CUSTOMER is responsible for provisioning and
managing ANI-specific information for Call Processing Features
using an on-line web-based information management system.
Charges for AT&T Network Connection - Outbound Service Call
Processing Features are as described in the Service Terms and
Pricing Attachment.
(A) Call Screening and Blocking
Call Screening and Blocking restricts the ability to
place an AT&T Network Connection - Outbound Service
call from an ANI designated by CUSTOMER, so calls
cannot be made (for Call Blocking) or can only be
made (for Call Screening) to NPAs and/or Country
codes designated by CUSTOMER for that ANI, based on
selected time intervals. These features are currently
planned to be available three months after AT&T
identifies a customer suitable for participation in
an Operational Readiness Test ("ORT"), and (2)
successfully completes the ORT.
(B) Account Codes
Account Codes allow billed call charges to be tracked
for a specified ANI(s) based on the variable length
Account Code input when a call is originated. The
calling party must enter a series of digits within a
length range determined by AT&T (currently 1-15
digits) before placing a call. The Account Code will
be included in the Call Detail Record associated with
the call, but will not be verified.
(2) AT&T Network Connection - 700 PIC Verification
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AT&T Network Connection - 700 PIC Verification provides
branded carrier identification announcements when dialed from
a switched access telephone number associated with an
Authorized CUSTOMER CIC. Dialing ▇-▇▇▇-▇▇▇-▇▇▇▇ (or such other
number designated by AT&T in accordance with industry
standards) provides an announcement of the Long Distance
Service Provider associated with the number from which the
call is made; dialing 1-NPA-700-4141 (or such other number
designated by AT&T in accordance with industry standards)
provides an announcement of the Local Toll Service Provider
associated with the number from which the call is made. The
announcement pairs will be recorded by AT&T in a standard
format (marketing messages are not permitted). There can only
be one announcement pair for each CIC, but more than one CIC
may be associated with the same announcement pair. The maximum
number of announcement pairs is five. Charges for AT&T Network
Connection - 700 PIC Verification are as described in the
Service Terms and Pricing Attachment.
1.2. AT&T Network Connection - Directory Assistance Service
AT&T Network Connection - Directory Assistance Service provides unbranded
domestic directory assistance for calls placed over switched access lines
presubscribed to an Authorized CUSTOMER CIC, by dialing 1-NPA-555-1212 (where
"NPA" is the area code for the telephone number being sought). A Directory
Assistance agent will provide the telephone number
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associated with a name and address supplied by the caller, if available, for up
to two directory assistance lookups per call, for locations in the U.S. Mainland
and Hawaii. AT&T Network Connection - Directory Assistance Service does not
include toll free directory assistance. CUSTOMER will be responsible for:
(a) The LEC originating access charges and AT&T charges associated with
delivery of the AT&T Network Connection - Outbound Service call into
the AT&T Network Connection - Directory Assistance Service platform
(terminating access charges do not apply); and
(b) The per call service charge associated with providing AT&T Network
Connection - Directory Assistance Service, as described in the Service
Terms and Pricing Attachment.
1.3. AT&T Network Connection - Toll Free Service
AT&T Network Connection - Toll Free Service is an inbound long distance service
that provides domestic toll free calling (using toll free prefixes 800, 888 and
other toll free 8yy Service Area Codes) from domestic Service Areas (as defined
in AT&T Tariff F.C.C. No. 2, Section 5), which encompass all NPAs within the
Mainland, Alaska, Hawaii, Guam, the Commonwealth of the Northern Mariana Islands
("CNMI"), Puerto Rico and the U.S. Virgin Islands, to domestic Service Areas
(other than Alaska), and international toll free calling from other countries
(identified in the Service Terms and Pricing Attachment) to locations in
domestic Service Areas (other than Alaska). AT&T Network Connection - Toll Free
Service calls are dialed and completed without the assistance of an AT&T
operator, and do not include calling card calls, person-to-person calls, collect
calls, third-number billed calls, conference calls, and calls to 500, 700, 900
or other special Service Area Codes. AT&T Network Connection - Toll Free Service
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rates and charges apply to calls completed from the Service Area(s) or NPA(s)
selected by CUSTOMER. Inbound calls to specific Toll Free Numbers can be blocked
from points outside the selected Service Areas and/or NPAs as designated by
CUSTOMER in accordance with AT&T's standard procedures. AT&T Network Connection
- Toll Free Service does not include the Responsible Organization ("Resp Org")
function; CUSTOMER must perform, or arrange for a third party to perform, the
Resp Org function.
(a) Domestic AT&T Network Connection - Toll Free Service Rate
Components
Domestic AT&T Network Connection - Toll Free Service has an unbundled
rate structure with separate rate components for originating access,
transport, terminating access and a database dip. In addition, a
monthly recurring charge applies for each routing arrangement, as
described in the Service Terms and Pricing attachment. (Each AT&T
Network Connection Toll Free Number must have at least one routing
arrangement.)
(1) Originating Access
AT&T will accept the call from the originating LEC via
switched originating access. The originating access rates are
described in the Service Terms and Pricing Attachment.
(2) Transport
AT&T will transport the call from the AT&T Central Office at
which the call originated to the AT&T Central Office through
which the call will be routed to the remote LEC for
termination. The Transport Usage Rates are as described in the
Service Terms and Pricing Attachment.
(3) Terminating Access
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There are three arrangements available for terminating access:
Switched Access, Nodal Access, and IXC Toll Free Access Trunk
Connection.
(A) Switched Access
In a Switched Access arrangement, AT&T will deliver
the call to the remote LEC for termination to the
called party via switched terminating access. The
terminating switched access rates are described in
the Service Terms and Pricing Attachment.
(B) Nodal
Access In a Nodal Access arrangement, CUSTOMER
provides a 1.544 Mbps dedicated access facility, or a
44.736 Mbps dedicated access facility with an
associated AT&T M28 Multiplexing Office Function,
between an AT&T Central Office and an End User
location. The same access facility can be used to
provide originating Nodal Access for AT&T Network
Connection - Outbound Service. CUSTOMER is
responsible for all charges associated with the Nodal
Access arrangement. If CUSTOMER obtains the dedicated
access facility from AT&T, the applicable AT&T
charges include the Local Channel, Access Connection,
M28 Multiplexing Office Function and Access
Coordination Function charges. If CUSTOMER does not
obtain the dedicated access facility from AT&T, the
applicable AT&T charges include the Access Connection
and M28 Multiplexing Office Function charges. There
is no terminating access usage rate associated with a
Nodal Access arrangement.
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(C) Toll Free IXC Access Trunk Group
A Toll Free IXC Access Trunk Group is a trunk group
between a CUSTOMER IXC Switch and an AT&T POP that
supports DS1/DS3 service. The trunk group may consist
of one or more direct DS1 dedicated access
facilities, or one or more direct DS3 dedicated
access facilities with an associated AT&T M28
Multiplexing Office Function. AT&T will deliver the
call with SS7 signaling or EAMF signaling via the
dedicated access facility to the CUSTOMER IXC Switch,
for termination to the called party by CUSTOMER.
CUSTOMER is responsible for all charges associated
with the termination of the call, from the CUSTOMER
IXC Switch to the called party. CUSTOMER is
responsible for obtaining the direct DS1/DS3
dedicated access facility from a local access
provider, at its own expense. CUSTOMER is responsible
for Switch Port Charges and (for a DS3 facility only)
M28 Multiplexing Office Function charges as described
in the Service Terms and Pricing Attachment.
(4) Database Dip
A database dip charge will apply for each completed call, as
described in the Service Terms and Pricing Attachment
(b) International AT&T Network Connection - Toll Free Service Rate
Components
International AT&T Network Connection - Toll Free Service has a bundled
rate structure, with rates determined based on whether the call
terminates over dedicated access or switched access. The rates are as
described in the Service Terms and Pricing Attachment. The procurement
of foreign toll-free telephone numbers (also known as freephone
Confidential AT&T-PROPRIETARY
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numbers) are subject to the regulations set forth in AT&T Tariff F.C.C.
No. 2, Section 2.1.10, as amended from time to time. International AT&T
Network Connection - Toll Free Service is not available for termination
over a Toll Free IXC Access Trunk Group, except for call originating in
Canada.
(c) AT&T Network Connection - Toll Free Features
The AT&T Network Connection - Toll Free Features consist of the Basic
Routing Features and the Advanced Features described in this Service
Description. The service descriptions and availability of AT&T Network
Connection - Toll Free Features may be modified from time to time by
AT&T to be consistent with changes made for similar features provided
by AT&T under AT&T Tariff F.C.C. No. 2 (or under a generally available
successor to that tariff) by providing written notice of such
modifications to CUSTOMER. Feature interoperability limitations (i.e.,
limitations as to which features can be used in combination with other
features) will always apply and will be consistent with the limitations
specified for similar features as specified in AT&T Tariff F.C.C. No. 2
(or in a generally available successor to that tariff). AT&T Network
Connection - Toll Free Features are only available for use in
conjunction with AT&T Network Connection - Toll Free Service and are
not available as a stand alone offer or for use in conjunction with
other toll free services.
(1) AT&T Network Connection - Toll Free Basic Routing
Features
AT&T Network Connection - Toll Free Basic Routing Features
permit various controls over the routing of calls to a
specified toll free number. The degree of control over call
routing depends on the particular combination of features
used. The Basic Routing Features described in this Section
allow CUSTOMER to route
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calls to specific locations based on CUSTOMER defined
parameters (geographic routing, point in time routing and
percent allocation), and are bundled into the AT&T Network
Connection Toll Free Service with no additional usage or
monthly recurring charges.
(A) Toll Free Area Code Routing
Toll Free Area Code Routing permits CUSTOMER to
define routing of calls based on the originating NPA.
(B) Toll Free Exchange Routing Toll Free
Exchange
Routing permits CUSTOMER to define the routing of
calls from all NXXs in specified NPAs. NXXs cannot be
divided or split-up for routing purposes. In order to
perform Toll Free Exchange Routing, originating calls
must forward Automatic Number Identification (ANI).
Toll Free Exchange Routing cannot be used in
conjunction with calls originating outside the United
States, or from Puerto Rico, the U.S. Virgin Islands,
Guam, or the Commonwealth of the Northern Mariana
Islands (including Saipan).
(C) Toll Free Caller Recognition Routing
Toll Free Caller Recognition Routing permits CUSTOMER
to define routing of calls based upon the calling
party's originating 10-digit ANI. In order to perform
Toll Free Caller Recognition Routing, originating
calls must forward ANI. Toll Free Caller Recognition
Routing cannot be used in conjunction with calls
originating outside the United States, or from
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Puerto Rico, the U.S. Virgin Islands, Guam, or the
Commonwealth of the Northern Mariana Islands
(including Saipan).
(D) Toll Free Time Manager
Toll Free Time Manager permits CUSTOMER to
have calls to the same Toll Free telephone number
routed differently during different time intervals
throughout a day, according to a schedule established
by CUSTOMER. The time schedule established by
CUSTOMER will follow the national observance of
Daylight Savings Time with one-hour clock changes in
Spring and Fall. The schedule established must
include the entire 24 hour day and may be established
in time intervals of five minutes.
(E) Toll Free Day Manager
Toll Free Day Manager permits CUSTOMER to have calls
to the same Toll Free number routed differently based
on the day of the week the call is made, according to
a schedule established by CUSTOMER. For this
provision, a day begins at 1 second after midnight.
All schedules established will follow the national
observance of Daylight Savings Time with one-hour
clock changes in Spring and Fall. The schedule
established applies to all weeks in the year.
(2) AT&T Network Connection - Toll Free Advanced Features
AT&T Network Connection - Toll Free Advanced Features consist
of Control Features, Announcement Features, and Call
Redirection Features. The charges applicable to AT&T Network
Connection Toll Free Advanced Features are described in the
Service Terms and Pricing Attachment.
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(A) Toll Free Control Features (Routing on
Demand)
(1) Toll Free Select Routing
Toll Free Select Routing allows CUSTOMER to
set up and store up to six alternate routing
plans (one active, five pending) per Toll
Free number. CUSTOMER establishes which
routing plan is active (i.e., actually in
use for call processing) and which are
pending for future use. At any time one of
the plans must be active and the others held
in reserve. The following conditions apply:
o Additions, changes and
deletions of Toll Free Select
Routing plans require a service
order.
o CUSTOMER's requests for Select
Routing plan activation may be
made through AT&T Wholesale
Markets Customer Care personnel
on a demand basis or scheduled
for a specific date and time. A
non-recurring charge applies
for each Select Routing plan
activation occurrence performed
by AT&T personnel.
o For regular maintenance
purposes, there will be a time
period of approximately 15
minutes Monday through
Saturday, and four hours on
Sunday, during which Select
Routing cannot be used.
(2) Toll Free Quick Call Allocator
Toll Free Quick Call Allocator permits
CUSTOMER to have calls to the same Toll Free
telephone number apportioned to two or
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more routing alternatives based upon
distribution percentages selected by
CUSTOMER. For each application of this
feature, the percentages must be integers
and must total 100%.
(3) Toll Free Next Available Agent
Routing Maximum Calls Allowed
Toll Free Next Available Agent Routing
allows CUSTOMER to specify a sequence of
terminations within a Routing Plan to which
calls can be routed if the primary
terminations are busy or unable to answer
the calls (available only with domestic AT&T
Network Connection - Toll Free Service).
Maximum Calls Allowed represents the maximum
number of calls allowed to complete at the
termination. Maximum Calls Allowed value
changes can be made with Routing on Demand.
(4) Toll Free Network Queuing Maximum
Calls In Queue
Toll Free Network Queuing allows a call to
be held in a Network Queue until a
termination served by the Queue becomes
available (available only with domestic AT&T
Network Connection - Toll Free Service).
Maximum Calls In Queue value changes can be
made with Routing on Demand.
(B) Toll Free Announcement Features
(1) Toll Free Call Prompter
This feature is a network announcement
feature which permits CUSTOMER to have calls
to a specific Toll Free telephone
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number routed to one or one of several
routing alternatives and directs the caller
to input prompted digit(s) or a preset
specified code which will route the call to
the appropriate routing alternative. Each
routing alternative may be assigned up to
1,023 distinct codes. Call Prompter is
available for calls originating from all
areas served by the AT&T Network Connection
- Toll Free Service, except for those
countries using C6 Signaling. The following
conditions apply:
o A code may not exceed 15
digits.
o CUSTOMER must specify a default
routing alternative for callers
who input undesignated
digits/codes or do not input a
digit/code.
o The prompting announcement is
designed for network routing
and AT&T does not provide, in
the prompting announcement,
media-related information or
service, other than network
routing functions.
o The announcement can be no
longer than four minutes.
(2) Toll Free Speech Recognition
This feature is a network announcement
feature which permits CUSTOMER to have calls
to a specific Toll Free telephone number
routed to one or one of several routing
alternatives by allowing the caller to
verbally, or by a preset specified code,
input a prompted digit that will route the
call to the appropriate routing
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alternative. Speech Recognition is available
for calls originating from all areas served
by the AT&T Network Connection - Toll Free
Service, except for those countries using C6
Signaling. The following conditions apply:
o Toll Free Speech Recognition
recognizes single spoken or
touch tone digits one through
nine.
o CUSTOMER must specify a default
routing alternative for callers
who input undesignated digit(s)
or do not input a digit.
o The prompting announcement is
designed for network routing
and AT&T does not provide, in
the prompting announcement,
media-related information or
service, other than network
routing functions.
o The announcement can be no
longer than four minutes.
(3) Toll Free Courtesy Response
This feature permits CUSTOMER to have calls
to a specific Toll Free telephone number
routed to a terminating intercept
announcement provided by AT&T in order to
assist in the completion of calls. The
routing parameters for directing calls to
the announcement are specified using other
AT&T Network Connection - Toll Free Advanced
Features. The following conditions apply:
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o The terminating intercept
announcement is designed to
assist in call completion and
AT&T does not provide, in the
terminating announcement,
media-related information or
service, other than network
routing or call completion.
o The announcement can be no
longer than four minutes.
o AT&T provides generic
announcements which are
available to CUSTOMER without
incurring storage or recording
charges.
(4) Toll Free Enroute Announcements
This feature allows CUSTOMER to provide an
announcement, with respect to a specific
Toll Free telephone number, at the beginning
of each call or at some other point in the
call path. Introductory announcements play
announcements at the beginning of the call
path, then immediately send the call to the
next routing element. In progress
announcements play an announcement at any
point in the call path, then immediately
send the call to the next routing element.
The following conditions apply:
o The intercept announcement is
designed to assist in call
completion and AT&T does not
provide, in the announcement,
media-related information or
service, other than network
routing or call completion.
o The announcement can be no
longer than four minutes.
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(5) Toll Free Network Queuing
This feature allows a call to be held in a
Network Queue in the AT&T network until a
termination at the End-User's premises is
available to receive the call. Toll Free
Network Queuing can only be used in
conjunction with the AT&T Network Connection
Toll Free Service Next Available Agent
Routing feature. There are two types of
queuing arrangements available: fixed and
variable. A fixed queue serves only one
termination; a variable queue serves
multiple terminations. CUSTOMER specifies
the maximum number of calls to be handled in
each queue arrangement. When a caller enters
the queue slot, a delay announcement will be
played that the call has been placed in
queue.
o Delay announcements available
with this feature can be
customized or generic.
o The announcement is designed
for network routing and AT&T
does not provide, in the
prompting announcement,
media-related information or
service, other than network
routing functions.
o The announcement can be no
longer than four minutes.
o Calls will remain in the queue
slot until a termination
becomes available, the call is
abandoned by the calling party
or the maximum time in queue,
not to exceed 30 minutes.
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o Toll Free Network Queuing has a
Routing on Demand capability as
described previously under AT&T
Network Connection Toll Free
Service Control Features.
(C) Toll Free Call Redirection Features
These features allow calls to complete at a location
other than the one to which they were originally
sent.
(1) Pre-Answer Call Redirection Features
These Features permit a Toll Free service
call to be redirected to another AT&T
Network Connection - Toll Free Service
termination when a Ring No Answer or a busy
condition or a failure of the AT&T network
is encountered (available only with domestic
AT&T Network Connection - Toll Free
Service).
(2) Alternate Destination Routing (ADR)
This feature allows an incoming call to be
redirected to a pre-defined alternate
answering location(s) when there is a Ring
No Answer or a busy condition or a failure
of the AT&T network. CUSTOMER may select
from the following options for each Toll
Free telephone number:
o ADR on Ring No Answer - This
option redirects calls to one
pre-defined location if a Ring
No Answer condition is detected
at the primary location.
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o ADR on Busy - This option
redirects calls to a maximum of
three pre-defined alternate
locations if a busy condition
is detected at the primary
location. The primary location
must be a Nodal Access
termination. If only one
secondary location is used, the
secondary location may be
either a Nodal Access or
Switched Access termination. If
more than one secondary
location is used, each
secondary location must be a
Nodal Access termination.
o ADR on Busy and Ring No Answer
- This option redirects calls
to one pre-defined alternate
location if either a busy or a
Ring No Answer condition is
detected at the primary
location.
(3) Next Available Agent Routing
This feature allows a sequence of
terminations to be specified within a
Routing Plan to which calls can be routed if
the primary termination is busy or unable to
answer calls. The Next Available Agent
Routing feature can contain one or more
alternate terminations up to a maximum of
99. Maximum Calls Allowed must be specified
at each termination. Maximum Calls Allowed
values can be set to any number up to the
number of access lines available at each
termination. In addition to the alternate
terminations, calls may be redirected to
announcements, network
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Use Pursuant to Company Instructions
AT&T Network Connection Platform
Service Description Attachment
busy signals, network ringing or Toll Free
Network Queuing. Maximum Calls Allowed
values can be changed by using Routing On
Demand.
(4) Post-Answer Call Redirection
Features
These features permit a domestic AT&T
Network Connection - Toll Free Service call
to be redirected, after the call has been
answered by the End User, to another Toll
Free number associated with domestic AT&T
Network Connection - Toll Free Service
provided to CUSTOMER under this Agreement or
a non-Toll Free number served by domestic
AT&T Network Connection - Outbound Service
provided to CUSTOMER under this Agreement+.
When a call is redirected to Toll Free
number associated with AT&T Network
Connection - Toll Free Service provided to
CUSTOMER under this Agreement, the call will
be carried using that service, without
regard to any split-carrier arrangement of
the end user for that Toll Free number.
Calls will
----------------------------
+ CUSTOMER should not submit a service order for call redirection to
a Toll Free number that is not associated with domestic AT&T
Network Connection - Toll Free Service provided to CUSTOMER under
this Agreement, as the results will be unpredictable. If a service
order is submitted for call redirection to a Toll Free number that
is not associated with domestic AT&T Network Connection - Toll
Free Service provided to CUSTOMER under this Agreement, the order
may be rejected or the order may be processed but the redirection
feature may not work properly or may not ▇▇▇▇ properly. In all
events, CUSTOMER shall be liable for any charges billed to
CUSTOMER as a result of the submission of such an order, even if
the End User for the Toll Free number to which the call is
redirected is not one of CUSTOMER's End Users.
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not be redirected to special service area
codes, including 700 and 900. CUSTOMER may
use one of the Toll Free Transfer Connect
features to redirect the call.
(5) Transfer Connect
This feature is provided using one of the
following arrangements: Courtesy Transfer,
Consult and Transfer, or Conference and
Transfer. In addition to the specified
Transfer Connect rates and other applicable
AT&T Network Connection Toll Free Advanced
Feature charges, CUSTOMER will be billed the
appropriate AT&T Network Connection - Toll
Free Service charges associated with the
original call until the original call ends.
For calls redirected to another AT&T Network
Connection - Toll Free Service termination,
the original call ends when the End-Customer
disconnects from the caller. For calls
during which a redirection is attempted to
another to a non-AT&T-Network-Connection-
Toll-Free-Service U.S. Mainland domestic
terminating location, the original call ends
when either the End-Customer disconnects
from the caller or the target party
disconnects from the caller, whichever
occurs last. An additional charge applies
for the duration of the call from the point
of redirection for all calls during which a
redirection is attempted to a non-AT&T-
Network-Connection-Toll-Free-Service U.S.
Mainland domestic terminating location.
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o Speed Dial capability is an
option which allows the
Transfer Connect End User to
redirect calls without dialing
the target party's complete
telephone number using a unique
1-5 digit numeric code. This
capability is available for use
on Transfer Connect-equipped
Toll Free numbers with a
maximum of 2,000 Speed Dial
Codes per Toll Free number and
4,000 Speed Dial codes in
total.
o Data Forwarding is an option
that allows the Transfer
Connect Courtesy Transfer End
User to forward data from the
redirecting party location to
the target party location. The
data is forwarded along with
the redirected call and
includes data generated by the
End User at the redirecting
party location. The Data
Forwarding capability must be
used in conjunction with the
AT&T Primary Rate Interface
(PRI) and Integrated Services
Digital Network (ISDN).
o Courtesy Transfer allows the
End User to transfer the caller
to the target party without
remaining on the call.
o Consult and Transfer allows the
End User to place the caller on
hold, hear call progress tones
(i.e. ringing or busy signal)
and either: 1) transfer the
caller to the target party
without remaining on the call;
or 2)
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terminate the redirection and
return to the caller for
further call handling.
o Conference and Transfer allows
the End User to conference with
the target party and the
caller. The End User may
consult with the target party
prior to adding the caller to
the three-way conference.
Following the three-way
conference, the caller may
remain connected to the
End-Customer or to the target
party. If the target party is
busy or does not answer, the
End-Customer may return to the
caller and may attempt another
transfer.
1.4. AT&T Network Connection - Fraud & Uncollectibles Management Service
AT&T Network Connection - Fraud & Uncollectibles Management Service
consists of the following capabilities:
o Fraud Notification Service
o Fraud Call Records Feed
o Fraud Call Records Data Warehouse
o Call Denial & Restoral Service - Outbound
o AT&T Call Denial & Restoral Service - Toll Free
o Dial-Around Blocking
AT&T will provide the Fraud & Uncollectibles Management Service for calls which
traverse the AT&T network. These calls will be recognized by the AT&T service
type (e.g., AT&T Network
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Connection - Outbound Service) rather than by an underlying service type offered
by CUSTOMER (e.g., Calling Card, Operator Service calls) and as such, CUSTOMER
must understand the output results of its own network service arrangements for
the Fraud Notification and the Call Denial & Restoral services.
(a) Capabilities Review
AT&T will provide CUSTOMER with the following documentation:
(1) Fraud Notification Service Specifications
(2) Carrier Call Denial & Restoral Service Specifications
(3) AT&T Network Connection Fraud Management Center Carrier
Interface Specifications describing Facsimile Call Denial &
Restoral, AT&T Call Denial & Restoral for Toll Free, and
methods and procedures for communications.
(4) Fraud Call Records Data Warehouse Specifications
CUSTOMER acknowledges that such information is AT&T Confidential
Information.
(b) CUSTOMER Fraud Management Center
CUSTOMER will maintain a fraud management center (the "CUSTOMER Fraud
Management Center") that will operate 24 hours a day, seven days a
week. The CUSTOMER Fraud Management Center will be AT&T's single point
of contact for purposes of this Attachment.
(c) Fraud Management Center
AT&T will maintain a Fraud Management Center (the "FMC") that will
operate 24 hours a day, seven days a week.
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AT&T Network Connection Platform
Service Description Attachment
(d) Fraud Notification Service
(1) The Fraud Notification Service ("FNS") monitors
international calls using AT&T Network Connection - Outbound
Service.
(2) If FNS identifies potentially fraudulent activity
(applying AT&T's fraud detection criteria) for a telephone
number associated with AT&T Network Connection calls subject
to monitoring as described in this Attachment, the FMC will
provide a fraud alert report to the CUSTOMER Fraud Management
Center via the AT&T Network Connection - Administrative Data
Connection.
(e) Fraud Call Records Feed
Completed call records from the following AT&T Network Connection
categories: (1) Domestic and International - domestic and international
calls using AT&T Network Connection - Outbound Service; and (2) Toll
Free - domestic calls using AT&T Network Connection - Toll Free Service
to the CUSTOMER Fraud Management Center for use with CUSTOMER's own
fraud detection systems are available from AT&T. This Fraud Call
Records Feed will be transmitted to the CUSTOMER Fraud Management
Center via the AT&T Network Connection - Administrative Data
Connection.
(f) Fraud Call Records Data Warehouse
AT&T will provide electronic access to a data warehouse that contains
up to one (1) year of completed call records from the following AT&T
Network Connection categories: (1) Domestic and International -
domestic and international calls using AT&T Network Connection -
Outbound Service; and (2) Toll Free - domestic calls using AT&T Network
Connection - Toll Free Service. CUSTOMER is limited to a maximum of
five (5) user Ids for access to the Fraud Call Records Data Warehouse.
The results of data
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queries into the warehouse should be used to aid in analysis of fraud
alert reports. AT&T will also provide a software tool to be used in
conjunction with the results of the data queries into the warehouse.
That tool will allow the CUSTOMER to view, filter, and sort the call
records in graphic format. Data from the warehouse (query results) will
be provided to the CUSTOMER via the AT&T Network Connection -
Administrative Data Connection.
(g) Call Denial & Restoral Service
(1) Call Denial & Restoral Service - Outbound
The CUSTOMER Fraud Management Center may request denial (or
restoral) of AT&T Network Connection - Outbound Service
provided under this Agreement from a specified originating ANI
using either Carrier Call Denial & Restoral or Facsimile Call
Denial & Restoral.
(A) Carrier Call Denial & Restoral
The CUSTOMER Fraud Management Center may request call
denial (or restoral) by loading the request onto the
External Request Table ("ERT") via the AT&T Network
Connection - Administrative Data Connection. The
CUSTOMER Fraud Management Center may perform up to
2000 ERT transactions per hour (but no more than
15,000 per day), and may maintain up to 200,000
customer account entries on the denial database.
(B) Facsimile Call Denial & Restoral
The CUSTOMER Fraud Management Center may request call
denial (or restoral) of calls using AT&T Network
Connection - Outbound Service provided under this
Agreement from a specified originating ANI by
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AT&T Network Connection Platform
Service Description Attachment
written request sent to the FMC via facsimile
transmission. (This is designed to be a back-up
system to loading requests directly onto the ERT.)
(2) AT&T Call Denial & Restoral for Toll Free
The CUSTOMER Fraud Management Center may request restriction
(or restoral) of direct dialed domestic calls using AT&T
Network Connection - Toll Free Service provided under this
Agreement from a specified originating ANI by written request
sent to the FMC via facsimile transmission. AT&T will
investigate the specific request and determine, in its sole
discretion, the appropriate action to be taken (such action
may include AT&T communicating directly with the end user of
the originating ANI that was the subject of CUSTOMER's
restriction request). The FMC will advise the CUSTOMER Fraud
Management Center of action that is taken, or will provide an
explanation of why no action was taken.
(3) Ongoing Monitoring by Customer Fraud Management
Center
The CUSTOMER Fraud Management Center shall actively monitor
the status of any ANI that is subject to a denial request.
(h) Dial-Around Blocking
Dial-Around Blocking will provide to CUSTOMER the ability to block
dial-around calls (i.e., calls made on a casual calling basis using the
101XXXX carrier access code associated with an Authorized CUSTOMER
CIC). Dial-around calls will be blocked provided the originating LEC
provides appropriate signaling information identifying the call to AT&T
as a dial-around call in accordance with industry standards (e.g.,
Carrier
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Selection Indicator value 4). The blocked calls will be terminated
after receiving a final handling message. Dial-Around Blocking is
applied at a CIC level. CUSTOMER must pay all charges for casual
calling on a CIC for which CUSTOMER has activated Dial-Around Blocking
that occur due to the failure of the originating LEC to provide
appropriate signaling information identifying a call as a dial-around
call.
(i) Law Enforcement Trap, Trace and Search Activities
If AT&T is requested by CUSTOMER to perform actions associated with
investigations pursuant to the Communications Assistance for Law
Enforcement Act, AT&T may at its option, charge ordinary and customary
charges as set forth in the AT&T Law Enforcement Charge Schedule. The
AT&T Law Enforcement Charge Schedule will be included in the initial
Network Connection Fraud Management Center Carrier Interface
Specifications; updates are available upon request.
(j) Hours of Operation
Fraud alert reports will be provided to the CUSTOMER Fraud Management
Center as they are generated, 365 days per year, with the exception of
repair periods or scheduled maintenance periods. Call Denial & Restoral
services are available, with the exception of repair periods or
scheduled maintenance periods, 365 days per year.
(k) Charges
The charges associated with AT&T Network Connection - Fraud &
Uncollectibles Management Services are as set forth in the Service
Terms and Pricing Attachment.
Confidential AT&T-PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Platform
Service Description Attachment
(l) Liability
CUSTOMER will be liable for any charges that are the result of toll
fraud usage or other unauthorized calling, regardless of whether or not
the fraudulent usage or unauthorized calling was reported by AT&T.
1.5 Operator Services, Calling Card and Payphone Platforms
(a) Operator Services, Calling Card and Payphone Platforms
CUSTOMER may obtain Operator Services (i.e., processing of
calls initiated using 0+ dialing), Calling Card Services (i.e.,
processing of calls initiated using a calling card), and Payphone
Services (i.e., processing of calls initiated using a pay phone) from
one or more third party vendors. CUSTOMER is responsible for having the
appropriate calls carried to the appropriate service platform. AT&T
Network Connection - Outbound Service can be used for completion of
calls originating from the operator, calling card or payphone service
platforms. CUSTOMER shall order an IXC Access Trunk Group between the
third-party platform vendor(s) and an AT&T POP that supports IXC Access
Trunk Group connections. The third-party platform vendor must provide
Feature Group D EAMF signaling, including 3-stage pulsing for
international calls, or SS7 signaling through an AT&T-approved SS7
signaling aggregator. CUSTOMER will be responsible for the cost of the
IXC Access Trunk Group to the third-party platform, and for the cost of
all calls originated over the IXC Access Trunk Group. The relationship
between CUSTOMER and its Operator Services, Calling Card Services or
Payphone Services third-party vendor(s) is the sole responsibility of
CUSTOMER and will be coordinated and maintained by CUSTOMER.
(b) Operator Services and Directory Assistance Platform Enhanced CIC
Routing Enhanced CIC Routing will permit Operator Services and
Directory Assistance calls to be routed through the AT&T Network
Connection Service based on CIC to the call processing platform(s)
specified by CUSTOMER.
Confidential AT&T-PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Platform
Service Description Attachment
1.6. Enhanced CIC Routing
Enhanced CIC Routing permits certain types of calls to be routed through the
AT&T Network Connection Service and terminated to the call processing
platform(s) specified by CUSTOMER, based on CIC. CUSTOMER must order an IXC
Access Trunk Group between the platform and an AT&T POP that supports IXC Access
Trunk Group connections (for termination of the call into the platform). The
call into the platform will be carried and rated as an AT&T Network Connection -
Outbound Service call, except that there will be no terminating access Usage
Rate. AT&T Network Connection - Outbound Service can be used for completion of
calls originating from these call processing platforms (which will be carried
and rated as a second call), provided that CUSTOMER must order a second IXC
Access Trunk Group between the platform and an AT&T POP that supports IXC Access
Trunk Group connections (for origination of the second call from the platform).
The platform must provide Feature Group D EAMF signaling, including 3-stage
pulsing for international calls, or SS7 signaling through an AT&T-approved SS7
signaling aggregator. CUSTOMER will be responsible for the cost of the IXC
Access Trunk Group(s) to the third-party platform, and for the cost of all calls
originated over the IXC Access Trunk. CUSTOMER is responsible for obtaining the
direct DS1/DS3 dedicated access facility from a local access provider, at its
own expense. CUSTOMER is responsible for Switch Port Charges and (for a DS3
facility only) M28 Multiplexing Office Function charges as described in the
Service Terms and Pricing Attachment. There is no separate charge for
provisioning of
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Enhanced CIC Routing when done at the same time as the initial provisioning of
the CIC in a LEC End Office. When Enhanced CIC Routing is added after the
initial provisioning of the CIC in the same LEC End Office, an additional CIC
Provisioning Charge will apply for the provisioning of Enhanced CIC Routing on a
per CIC, per End Office basis, as provided in the Service Terms and Pricing
Attachment.
1.7. SS7 Interconnection
For IXC Trunk Access connections, CUSTOMER may arrange for an SS7
Interconnection between its SS7 Signaling Network and AT&T's SS7 Signaling
Network through an SS7 Aggregator Connection. Under an SS7 Aggregator
Connection, CUSTOMER interconnects its SS7 Signaling Network to an AT&T-approved
SS7 signaling aggregator who in turn has a D-link quad installed to AT&T's SS7
Signaling Network. The SS7 Aggregator Connection will enable the exchange of
ISDN User Part (ISUP) call setup signaling messages (query and response) and
Message Transfer Part (MTP) network management messages to set up and tear down
voice and analog data calls, for calls that originate through CUSTOMER's
switched network and terminate over the AT&T Network Connection Platform.
CUSTOMER is responsible for establishing and maintaining arrangement with the
aggregator, and provisioning any "A" links which are required from CUSTOMER's
Service Switch Point to the aggregator's Signal Transfer Point, as required for
SS7 interconnection.
1.8. Service Forecasting
At least one month before the start of each calendar quarter, CUSTOMER shall
provide to AT&T a written forecast of anticipated service volumes for the AT&T
Network Connection Services provided under this Agreement for the following
fifteen months. The quarterly forecast
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Use Pursuant to Company Instructions
AT&T Network Connection Platform
Service Description Attachment
will include the information required by the AT&T Network Connection Platform
Forecast document, which AT&T will provide to CUSTOMER.
1.9. Fraud Management
CUSTOMER shall take reasonable measures to protect against fraudulent usage of
the Services, including implementing systems and procedures to monitor, detect,
and prevent fraud. CUSTOMER will be liable for any charges for the use of the
Services under this Agreement resulting from toll fraud usage or other
unauthorized calling, regardless of whether or not the fraudulent usage or
unauthorized calling was or should have been detected by AT&T.
2. SERVICE DELIVERY
2.1. Customer Care
(a) Customer Care will be staffed to provide order processing,
provisioning, testing and turn up support, trouble ticket receipt,
ongoing maintenance, project management, and billing account inquiry
for AT&T Network Connection Services provided to CUSTOMER under this
Agreement. All information relating to CUSTOMER requests for service
under this Agreement will be maintained by Customer Care, and physical
access to such information will be restricted to AT&T and CUSTOMER
personnel with a need to know.
(b) The parties will exchange lists of contact personnel and phone
numbers for each service and function. Updates will be made and
distributed as appropriate.
2.2. AT&T Network Connection - Outbound Service and Toll Free Service
Ordering
Ordering for AT&T Network Connection - Outbound Service and Toll Free will be
accomplished via (a) an on-line web-based ordering system, (b) an electronic
interface, or
Confidential AT&T-PROPRIETARY
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(c) electronic mail or facsimile service request forms created by AT&T. Service
installation intervals will not begin until complete and accurate information is
received. Target due dates for service availability will be provided to CUSTOMER
once a firm date is received from the LEC. Provisioning status will be provided
to CUSTOMER via the on-line web-based ordering system (or upon CUSTOMER request,
for orders placed by e-mail or fax). CUSTOMER will be required to perform test
calls from locations being provisioned during test and turn up of the service.
(a) AT&T Network Connection - Outbound Service
The AT&T Network Connection - Outbound Service ordering process varies
based on the type of originating access arrangement that will be used.
(1) CIC-based routing
AT&T will manage the engineering of the Feature Group D access
trunk groups used for CIC-based routing, based in part on
CUSTOMER's quarterly forecast of call volumes. CUSTOMER shall
notify AT&T in writing of any significant change in forecasted
call volumes at least 45 days in advance, to permit sufficient
time for AT&T to determine whether any change to the
engineering of the Feature Group D access trunk groups is
appropriate. CUSTOMER will provide to AT&T a letter of agency
instructing the LEC to route all calls originated using the
Authorized CUSTOMER CIC to the AT&T Feature Group D access
trunk group. AT&T will authorize the LEC to route the calls
over the AT&T Feature Group D access trunk group.
(2) Dedicated Trunk Group Option (DTO)
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Under the DTO originating access arrangement, CUSTOMER
initially will determine the quantity of DTO access trunk
groups necessary to accommodate forecasted traffic. AT&T may
limit the number of DTO access trunk groups that will be
available to CUSTOMER, and may modify the point of trunk
origination, based on CUSTOMER's quarterly call volume
forecasts and demonstrated traffic levels, or based on
capacity constraints. AT&T will advise CUSTOMER of anticipated
capacity constraints in the course of the quarterly
forecasting reviews. CUSTOMER will order the Feature Group D
access trunk groups dedicated for use by CUSTOMER from AT&T.
AT&T will authorize the LEC to route the calls over the
Feature Group D access trunk group.
(3) IXC Access Trunk
CUSTOMER will arrange for the provisioning of the D1/DS3
dedicated access facilities with the local access provider,
and will coordinate with AT&T to arrange for connection of the
facilities (and, for a DS3 facility for installation of a M28
Multiplexing Office Function) at the AT&T POP. CUSTOMER
initially will determine the quantity of dedicated access
facilities necessary to accommodate forecasted traffic. AT&T
may limit the number of switch ports that will be available to
CUSTOMER, based on CUSTOMER's quarterly call volume forecasts
and demonstrated traffic levels, or based on capacity
constraints. AT&T will advise CUSTOMER of anticipated capacity
constraints in the course of the quarterly forecasting
reviews.
Confidential AT&T-PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Platform
Service Description Attachment
2.3. Jeopardies and LEC Escalations
For service orders entered on the web-based ordering system or the electronic
interface, AT&T Wholesale Markets Customer Care will update the ordering system
if service installation or availability on the confirmed Due Date is in
jeopardy. Where AT&T provides the access, AT&T will perform the same type of LEC
escalations for CUSTOMER as AT&T performs for other similar customers purchasing
similar services.
2.4 Requests to Expedite AT&T Order Processing
CUSTOMER may request that AT&T expedite the processing of an order for
domestic AT&T Network Connection-Toll Free Service. If AT&T agrees to such
request, an Expedite Charge will apply when (a) AT&T completes the processing of
order(s) in less than the Standard Interval applicable to the order and (b)
manual processing is used to complete the expedited processing of the order.
Standard Toll Free Intervals are set forth in the AT&T Network Connection Toll
Free Service Handbook, as revised by AT&T from time-to-time. Expedite Charges
are as provided in the Service Terms and Pricing Attachment.
2.5 Trouble Reporting
If CUSTOMER encounters a trouble, a trouble ticket can be opened with
the Customer Care group by creating a trouble ticket in an on-line system that
is designed to be available 24 hours a day, 365 days a year. (The system may be
taken down for scheduled maintenance or upgrades.) A toll free number will be
made available to CUSTOMER for emergency situations. The on-line trouble ticket
reporting system is available using a web-based presentation built with
sufficient firewalls to protect the integrity of the data.
Confidential AT&T-PROPRIETARY
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Service Description Attachment
2.6 Trouble Ticket Tracking
After receipt of the trouble ticket, AT&T will issue a trouble ticket number and
provide confirmation via the on-line trouble ticket reporting system. This
trouble ticket will be used as a reference for tracking and requesting status.
Status can be obtained through the on-line system, where CUSTOMER can read the
technician notes posted against the trouble ticket. AT&T will ensure that AT&T
service is working prior to clearing the ticket. Upon successful correction of
the trouble, the AT&T Wholesale Markets Customer Care group will advise
CUSTOMER, via the on-line system, that the trouble has been resolved. The
on-line system will provide access to closed tickets in their entirety for up to
30 days.
2.7 Maintenance Support
Maintenance support will be available to CUSTOMER 24 hours a day, 365
days a year.
3. BILLING INFORMATION AND INVOICING
3.1. AT&T Network Connection Call Detail
(a) Call Detail Records
AT&T will provide a single, rated Call Detail Record (CDR) for
each completed AT&T Network Connection Service call.
(1) Completed Call
A completed call is a call for which answer
supervision is received by the originating AT&T central office
long distance switch, with a call duration greater than 1.0
second. For calls routed to a service platform via Enhanced
CIC Routing, a completed call is one that leaves the AT&T
Network at the terminating AT&T POP via the IXC Access Trunk
Group to the service platform.
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(2) CDR Layout
CDR layout will follow the format for call records as
set forth in the AT&T Network Connection Billing, Section A.
Call Detail Records (CDRs) (Version 7.3-05/22/00), as revised.
For AT&T Network Connection - Toll Free Service, AT&T will
provide a monthly inventory file that will reflect activity by
toll free number or Network Control Point (NCP) account as
well as the related recurring or non-recurring charges
associated with the activity.
(3) Changes to CDR Layout
To the extent practical, AT&T shall notify CUSTOMER,
in writing, of any modification in the format of the Call
Detail Records at least ninety (90) days prior to the first
delivery of such modified Call records. Such notice shall
include an explanation of the modification sufficient to allow
CUSTOMER to modify/program its systems to process the modified
CDRs. AT&T will consider requests from CUSTOMER for additional
fields, which may be added by mutual agreement at an
additional cost.
(b) CDR File Transfer
(1) CDRs will be provided in flat file format via Network Data
Mover ("NDM"), or a comparable system. CDRs will be provided
six days a week. AT&T and CUSTOMER will establish a daily
transmission schedule for CDRs. CUSTOMER may elect to have CDR
records sent on a weekly or monthly basis via magnetic tape or
CD-ROM, in lieu of electronic file transfer.
(2) AT&T and CUSTOMER will appoint contact points and
escalation paths to manage the daily CDR file transfer. Agreed
upon escalation procedures will be
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in place if the Call Detail Record information is not received
on time or if the file is damaged.
(3) Any CDR transmitted by AT&T to CUSTOMER that is found to
be subject to a formatting or transmission error, will be
identified by CUSTOMER and returned to AT&T with the
appropriate error code within 15 days after the initial
transmission.
(4) CDR errors will be corrected by AT&T and returned to
CUSTOMER within 15 days after their return to AT&T or within
60 days after the Call Record origination date, whichever is
longer.
(c) Billing Data Center Connectivity
If CUSTOMER elects to receive CDRs six days a week, the AT&T Network
Connection - Administrative Data Connection described in this
Attachment will be used to provide the data connection between the
CUSTOMER billing data center and the AT&T billing data center, except
as otherwise provided in Section 4 of this Attachment.
3.2. AT&T Network Connection Monthly Invoice
AT&T will render a monthly consolidated summary invoice to CUSTOMER
which includes, for AT&T Network Connection Services:
o Trunk Group and Switch Port Charges
o Transport Charges
o Terminating Access Charges
o Subtotals of Intrastate, Interstate, and International calls;
minutes/seconds; usage charges; taxes, fees, and surcharges;
and total charges.
Confidential AT&T-PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Platform
Service Description Attachment
o Directory Assistance Charges and number of Calls
o Other Charges and Credits
This summary information will be provided to CUSTOMER on paper and mailed within
5 business days after the close date of the applicable ▇▇▇▇ cycle. Charges for
M28 Multiplexing may appear on a separate ▇▇▇▇.
4. AT&T NETWORK CONNECTION - ADMINISTRATIVE DATA CONNECTION
If Customer elects to establish AT&T Network Connection - Administrative Data
Connection, CUSTOMER must enter into a standard AT&T administrative data
connection agreement. AT&T will work in coordination with CUSTOMER to install an
AT&T Network Connection - Administrative Data Connection, which will consist of
one or more T1 (or T45) circuits between the AT&T administrative data network
and the CUSTOMER administrative data network. The AT&T Network Connection -
Administrative Data Connection will be used for the transmission of
administrative data between the parties, including call detail records, fraud
alert reports and blocking and unblocking entries into the External Request
Table. The price for the AT&T Network Connection - Administrative Data
Connection will be as described in the Service Terms and Pricing Attachment. If
CUSTOMER requires only Call Detail Records, CUSTOMER may separately arrange and
pay for direct T1 circuit between AT&T's billing system and CUSTOMER's billing
system, with appropriate routers, in lieu of an AT&T Network Connection -
Administrative Data Connection.
--------------------------------End of Attachment-------------------------------
Confidential AT&T-PROPRIETARY
Use Pursuant to Company Instructions
AT&T Network Connection Service Terms and Pricing
C O N F I D E N T I A L
AT&T Network Connection Service Terms and Pricing Attachment
------------------------------------------------------------
CUSTOMER Name (Full Legal Name): Swift Telecommunications, Inc.
Date of execution of Agreement: _________________ (by CUSTOMER)
_________________ (by AT&T)
================================================================================
1. Services Provided. AT&T will provide the following Services to CUSTOMER
under this Attachment and pursuant to the terms of the Agreement and the
applicable Tariffs specified below.
A. AT&T Network Connection Platform Services. AT&T Network Connection
Platform Services, as described in the AT&T Network Connection Platform
Service Description Attachment to the Agreement, consisting of the
following services (if a service is described in the AT&T Network
Connection Platform Service Description Attachment, but not listed
below, it is not provided under this Agreement):
1. AT&T Network Connection - Outbound Service
2. AT&T Network Connection - Toll Free Service
3. AT&T Network Connection - Directory Assistance Service
4. AT&T Network Connection - Administrative Data Connection
5. AT&T Network Connection Fraud and Uncollectibles Management
Services
2. Term. The Term of this Attachment consists of a Ramp-Up Period of 6 months
and a Full Service Period of 36 months. The Ramp-Up Period begins on the
first day of the first full billing month for the first service provided
under this Attachment. For each service provided under this Attachment, the
Full Service Period begins on the day after the Ramp-Up Period ends, which
day is referred to as the Term Start Date.
3. Minimum Revenue Commitments. The following Minimum Revenue Commitments
apply under this Attachment. For each Minimum Revenue Commitment, CUSTOMER
commits that the Eligible Charges it incurs during each Commitment Period
will equal or exceed the amount of the commitment. If CUSTOMER fails to
meet any Minimum Revenue
Confidential AT&T/CUSTOMER PROPRIETARY
Use Pursuant to Company Instructions