Exiting Rate Centers Clause Samples

Exiting Rate Centers. Notwithstanding anything in the Managed Modem Agreement to the contrary, Level 3 shall have the right to exit Rate Centers where Level 3 does not own the trunking to the applicable end office and the applicable LEC, ILEC, RBOC or PUC requires ▇▇▇▇▇ ▇ to return the applicable area code number blocks for such Market (the “Tandem Rate Centers”), provided that Level 3 shall make commercially reasonable efforts to provide AOL with at least one hundred eight (180) days advance written notice (but such actual notice shall not be less than 90 days) of Level 3’s intent to exit such Rate Center. The Rate Centers applicable to this provision shall be limited to those Rate Centers identified in Attachment D attached hereto. Should Level 3 exercise its rights under this provision during the Commitment Period, then AOL shall have the right to move traffic from the applicable Tandem Rate Center any time following the date Level 3 provides notice of its intent to exit such Tandem Rate Center and, to the extent that Level 3 is exiting a Tandem Rate Center in an “A” Market, then AOL’s Committed Percentage will be reduced (effective on the date that Level 3 notifies AOL) by an equivalent amount of traffic as AOL delivered to such Rate Center over the previous billing period. By way of example, if [****] Total AOL Dial-Up Hours is delivered to an affected Tandem Rate Center in an “A” Market in the billing period prior to a notification to AOL that Level 3 intends to exit such Tandem Rate Center, then the Committed Percentage shall immediately be reduced by [****]