Common use of Letter of Agency Requirements Clause in Contracts

Letter of Agency Requirements. RMBI is responsible for obtaining and maintaining valid letters of agency from prospective End-Users in accordance with the following: 1. Frontier acknowledges that at times RMBI may obtain prospective End-Users through telemarketing and tape recorded third party verifications in accordance with FCC Guideline Subpart K section 64.1100 (c) as the same may be amended, interpreted or clarified ("VERBAL LOA"). RMBI understands that some LECs will not accept Verbal LOAs as valid authorization for a change of long distance carriers and agrees that for prospective End-Users located in such LECs' jurisdictions it will use Written LOAs. When RMBI uses written letters of agency ("WRITTEN LOAS") for prospective End-Users it shall use a format that complies with FCC Guideline Subpart K section 64.1150 as the same may be amended, interpreted or clarified. RMBI shall retain all Verbal LOA tapes and transcripts and Written LOAs used and promptly make the originals available upon the request of Frontier, a LEC or any regulatory agency. 2. RMBI agrees that a Verbal LOA may be used to presubscribe a prospective End-User to Frontier, but that the Verbal LOA will not be accepted by Frontier as documentation with respect to any PIC or "slamming" claims. Except as it may otherwise agree in writing, Frontier is not obligated to "work" PIC disputes with respect to "slamming" or similar claims from End-Users or prospective End-Users. Frontier will refer LEC inquiries, and pass through any LEC charges imposed on Frontier for such claims, directly to RMBI, including without limitation, PIC charges or any other charges and penalties imposed by a LEC or regulatory agency, plus an additional amount equal to such charges and penalties as an administration fee (collectively, "PIC CHARGES"), with respect to such claims. PIC Charges will be billed to RMBI periodically on an Invoice. Verbal LOAs and Written LOAs are collectively referred to as "LOAS". RMBI SHALL DEFEND AND INDEMNIFY FRONTIER AGAINST ANY AND ALL CLAIMS, INCLUDING WITHOUT LIMITATION, ANY END-USER, LEC OR REGULATORY AGENCY CLAIMS (INCLUDING "SLAMMING CLAIMS"), ARISING FROM OR RELATED TO RMBI'S USE OR FAILURE TO USE OR PROVIDE VALID LOAS.

Letter of Agency Requirements. RMBI 1. Purchaser is responsible for obtaining and maintaining valid letters of agency from prospective End-Users to be Presubscribed in accordance with the following: 1. A. Frontier acknowledges that at times RMBI Purchaser may obtain prospective End-Users through telemarketing and tape recorded third party verifications in accordance with FCC Guideline Subpart K section 64.1100 (c) as the same may be amended, interpreted or clarified ("VERBAL Verbal LOA"). RMBI Purchaser understands that some LECs will not accept Verbal LOAs as valid authorization for a change of long distance carriers and agrees that for prospective End-Users located in such LECs' jurisdictions it will use Written LOAs. When RMBI uses If Purchaser elects to use, or is required to use, written letters of agency ("WRITTEN LOASWritten LOAs") for prospective End-Users it shall use a format that complies with FCC Guideline Subpart K section 64.1150 as the same may be amended, interpreted or clarified. RMBI Purchaser shall retain all Verbal LOA LOAs tapes and transcripts and Written LOAs used and promptly make the originals available upon the request of Frontier, a LEC or any regulatory agency. 2. RMBI X. Xxxxxxxxx agrees that a Verbal LOA may be used to presubscribe a prospective End-User to Frontier, but that the Verbal LOA will not be accepted by Frontier as documentation with respect to in any PIC or "slamming" claims. Except as it may otherwise agree in writing, Frontier is not obligated to "work" PIC disputes with respect to "slamming" or similar claims from End-Users or prospective End-Users. Frontier will refer LEC inquiries, and pass through any LEC charges imposed on Frontier for such claims, directly to RMBIPurchaser, including without limitation, PIC Primary Interexchange Carrier charges or any other charges and penalties imposed by a LEC or regulatory agency, plus an additional amount equal to such charges and penalties as an administration fee agency (collectively, "PIC CHARGESCharges"), ) with respect to such claims. PIC Charges will be billed to RMBI Purchaser periodically on an Invoice. Verbal LOAs and Written LOAs are collectively referred to as "LOASLOAs". RMBI SHALL DEFEND AND INDEMNIFY FRONTIER AGAINST ANY AND ALL CLAIMSPurchaser shall defend and indemnify Frontier against any and all claims, INCLUDING WITHOUT LIMITATIONincluding without limitation, ANY ENDany End-USERUser, LEC OR REGULATORY AGENCY CLAIMS (INCLUDING "SLAMMING CLAIMS")or regulatory agency claims, ARISING FROM OR RELATED TO RMBI'S USE OR FAILURE TO USE OR PROVIDE VALID LOASarising from or related to Purchaser's failure to use or provide valid LOAs.

Letter of Agency Requirements. RMBI Ciera is solely responsible for obtaining and maintaining valid letters of agency from prospective Presubscribed End-Users in accordance with the following: 1. Frontier Global Crossing acknowledges that at times RMBI Ciera may obtain prospective End-Users through telemarketing and tape recorded third party verifications in accordance with FCC Guideline Subpart K section 64.1100 (c) as the same may be amended, interpreted or clarified ("VERBAL Verbal LOA"). RMBI Ciera understands that some most LECs will not accept Verbal LOAs as valid authorization for a change of long distance carriers and agrees that for prospective End-Users located in such LECs' jurisdictions it will use Written LOAs. When RMBI Ciera uses written letters of agency ("WRITTEN LOASWritten LOAs") for prospective End-Users it shall use a format formats that complies comply with FCC Guideline Subpart K section 64.1150 and any state specific guidelines, as all of the same may be amended, interpreted or clarified. RMBI Ciera shall retain all Verbal LOA tapes and transcripts and Written LOAs used and promptly make the originals available upon the request of FrontierGlobal Crossing, a LEC or any a regulatory agency. Verbal LOAs and Written LOAs are collectively referred to as "LOAs". * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. 2. RMBI Ciera agrees that a proper and valid Verbal LOA may be used to presubscribe a prospective an End-User to FrontierGlobal Crossing, but that unless a Verbal LOA is accepted by the LEC or the appropriate regulatory agency as proper documentation, the Verbal LOA will not be accepted by Frontier Global Crossing as documentation with respect to any PIC or "slamming" claims. Except as it may otherwise agree in writing, Frontier Global Crossing is not obligated to "work" PIC disputes with respect to "slamming" or similar claims from End-Users or prospective End-Users. Frontier will Global Crossing will, at its option, either participate in a LEC's PIC switchback process or refer LEC inquiriesslamming inquiries to Ciera for resolution. In either event, and Global Crossing may pass through any LEC charges imposed on Frontier Global Crossing for such claims, directly PIC claims related to RMBICiera, including without limitation, PIC charges or any other charges and penalties imposed by a LEC or a regulatory agencyagency with respect to such claims, plus an additional amount equal to such charges and penalties as an a Global Crossing administration fee in accordance with Global Crossing's then-current slamming policies and guidelines, which policies guidelines Global Crossing may modify from time to time upon written notice to Ciera (collectively, "PIC CHARGESCharges"), with respect to such claims. PIC Charges will be billed to RMBI Ciera periodically on an Invoice. Verbal LOAs If any slamming claims are brought against Ciera, then in addition to Global Crossing's right to assess PIC Charges and Written LOAs are collectively referred to as "LOAS"terminate the Agreement for breach, Global Crossing may suspend order processing, Electronic Exchange and the Services until the claim is resolved. RMBI SHALL DEFEND AND INDEMNIFY FRONTIER AGAINST ANY AND ALL CLAIMSCiera shall defend and indemnify Global Crossing against any and all claims, INCLUDING WITHOUT LIMITATIONincluding without limitation, ANY ENDany End-USERUser, LEC OR REGULATORY AGENCY CLAIMS or regulatory agency claims (INCLUDING including "SLAMMING CLAIMSslamming claims"), ARISING FROM OR RELATED arising from or related to Ciera's use or failure to use or provide valid LOAs. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO RMBI'S USE OR FAILURE THE OMITTED PORTIONS. * 1. For domestic and international traffic originating from Ciera's switch, Ciera shall pay the applicable rates set out in the attached pricing schedules. 2. Each DS-1 circuit interconnecting Ciera to one of the Global Crossing POPs set out in the attached Network Interconnections Schedule has a monthly minimum usage requirement of * minutes. Global Crossing may add or delete a POP at any time upon written notice. If a circuit experiences a minimum shortfall over two consecutive Billing Cycles, Global Crossing may provide Ciera with written notice of such fact and of Global Crossing's intent to disconnect the under-minimum circuit if the minimum is not attained by the Billing Cycle commencing after the date the notice is received. Ciera shall reimburse Global Crossing for any termination fees or charges paid by Global Crossing to the circuit provider for early disconnection of such circuit. 3. Unless otherwise agreed by Global Crossing in writing, Ciera shall be responsible, at its sole expense, for all ordering of, and charges for, dedicated facilities and equipment required to maintain access, interconnection and interface with Global Crossing's equipment and network. 4. If in any given month more than *of Ciera's total domestic dedicated carrier traffic terminates to a non-RBOC/GTE franchised region, Global Crossing may apply a * per minute surcharge to all of such traffic in excess of the *. If there is a change in Ciera's interstate/intrastate traffic profile which adversely impacts Global Crossing's rate structure, regardless of Ciera's PIU Certification, Global Crossing reserves the right to revise the pricing schedule. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO USE OR PROVIDE VALID LOASTHE OMITTED PORTIONS. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 6 Pages * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 1. For Dedicated Carrier Termination International Services, Ciera shall pay the international rates set out in the attached pricing schedules. 2. For International Directory Assistance Services, if available, Ciera shall pay the applicable standard Global Crossing resale rates in effect when calls are made. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 6 Pages * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. Exhibit F Page 1 of 1 Carrier Toll-Free Transport Schedule * 1. In order to protect the integrity of its network Global Crossing may, without liability, temporarily block any Toll-Free Number having usage surges. Global Crossing agrees to use reasonable efforts to promptly notify Ciera after blockage has occurred. 2. At Ciera's written request and to the extent available to Global Crossing, Toll-Free Directory Assistance is available for Global Crossing Toll-Free Numbers only. Due to the fact that Toll-Free Directory Assistance is provided through an arrangement with a third party, the provision of Toll-Free Directory Assistance by Global Crossing is subject to the policies and procedures promulgated from time to time by such third party. Ciera understands that any Global Crossing Toll-Free Number listed with Toll-Free Directory Assistance is not published in any written directory, but is only available on a call-in basis. 3. The transfer of Toll-Free Numbers to another carrier is subject to the Guidelines and the Global Crossing policies and procedures for Toll-Free number/traffic transfers in effect at the time of the requested transfer. 4. Ciera acknowledges and agrees that all call records detail (CDR) for Toll Free transport it receives from Global Crossing may not match billable CSR's from Ciera's switch as Global Crossing bills Ciera for all calls completed to their switch at Time point 7 minus Time point 1,(regardless of whether the call is completed to the called party). 5. For Toll-Free Carrier Transport traffic, Ciera shall pay the rates set out in the attached pricing schedules. If in any given month more than * of Ciera's total domestic dedicated Toll-Free Carrier Transport Services traffic originates from non-RBOC/GTE regions, Global Crossing may apply a * per minute surcharge to all such traffic in excess of the *. If there is a change in Ciera's interstate/intrastate traffic profile which adversely impacts Global Crossing's rate structure, regardless of Ciera's PIU Certification, Global Crossing reserves the right to revise the pricing schedule. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. Exhibit F(a) Page 1 of 7 Carrier Toll Free Transport Service * 7 pages * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. Exhibit G Page 1 of 1 National Origination Service (NOS) Switched Outbound Services Schedule * 1. For NOS Switched Outbound Services, Ciera shall pay the rates set out in the attached pricing schedule. If in any given month more than * of Ciera's total domestic switched outbound traffic originates from, or terminates to, non-RBOC/GTE regions, Global Crossing may apply a * per minute surcharge to all such traffic in excess of * 2. Upon Ciera's request, Global Crossing will provide Ciera with an available 700 number (1-700-555-XXXX) and a recorded message that identifies Ciera to Presubscribed End-Users as their carrier. Global Crossing will make the 700 number available for Ciera's use within 15 Business Days after receipt of the request. Ciera shall pay the applicable 700 Number charges set out in Exhibit B of the Agreement. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 2 Pages * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 1. Toll-Free Number Requirements. A. In order to protect the integrity of its network Global Crossing may, without liability, temporarily block any Toll-Free Number having usage surges. Global Crossing agrees to use reasonable efforts to promptly notify Ciera after blockage has occurred. B. If usage of an Toll-Free Number impacts Global Crossing in such a manner that the unbillable (non-completed) calls for such Toll-Free Number in any month are greater than * of the billable (completed) calls for such Toll-Free Number in that month, Global Crossing may charge Ciera a non-discountable * charge for each unbillable call in that month. C. At Ciera's written request and to the extent available to Global Crossing, Toll-Free Directory Assistance is available for Global Crossing Toll-Free Numbers only. Due to the fact that Toll-Free Directory Assistance is provided through an arrangement with a third party, the provision of Toll-Free Directory Assistance by Global Crossing is subject to the policies and procedures promulgated from time to time by such third party. Ciera understands that any Global Crossing Toll-Free Number listed with Toll-Free Directory Assistance is not published in any written directory, but is only available on a call-in basis. D. The transfer of Toll-Free Numbers to another carrier is subject to the Guidelines and the Global Crossing policies and procedures for Toll-Free number/traffic transfers in effect at the time of the requested transfer. E. If an Toll-Free Number is blocked at Ciera's request, then for the period the Toll-Free Number is being blocked Global Crossing will, at Ciera's written request and expense, re-translate the Toll-Free Number to Ciera's customer service telephone number. 2. For Toll-Free Services traffic, Ciera shall pay the rates set out in the attached pricing schedules. If in any given month more than * of Ciera's total domestic Toll-Free Services traffic originates from, or terminates to, non-RBOC/GTE regions, Global Crossing may apply a * per minute surcharge to all such traffic in excess of the *. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 6 Pages * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 1. NOS Dedicated Outbound Services are available from the Global Crossing POPs set out on the attached Network Interconnection Schedule. Global Crossing may add or delete a POP at any time upon written notice. At Ciera's written request, and with Global Crossing's written approval, Ciera may interconnect its dedicated circuits from a Global Crossing POP to an End-User's premise. Ciera is responsible for coordinating LEC installation of local loops necessary for these Services as well as installation and monthly recurring charges associated with dedicated circuits necessary for these Services. 2. At Ciera's written request, Global Crossing may provide the premise equipment (the "Equipment") to End-Users that need the same to access these Services. Global Crossing will install and maintain the Equipment. End-Users must sign an Equipment Agreement with Global Crossing in the format supplied or approved by Global Crossing. Ciera shall bear the risk of loss of the Equipment if the Equipment is not returned to Global Crossing in good working condition, normal wear and tear excepted. 3. For the NOS Dedicated Outbound Services (domestic and international), Ciera shall pay the rates set out in the attached pricing schedules. 4. Each DS-1 circuit interconnecting Ciera or an End-User to a Global Crossing POP has a monthly minimum usage requirement of * minutes. If a circuit experiences a minimum shortfall * Billing Cycles, Global Crossing may provide Ciera with written notice of such fact and of Global Crossing's intent to disconnect the under-minimum circuit if the minimum is not attained by the Billing Cycle commencing after the date the notice is received. Ciera shall reimburse Global Crossing for any termination fees or charges paid by Global Crossing to the circuit provider for early disconnection of such circuit. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 2 Pages * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 1. For NOS Switched Outbound International Services, Ciera shall pay the international rates set out in the attached pricing schedules. 2. For International Directory Assistance Services, if available, Ciera shall pay the applicable standard Global Crossing resale rates in effect when calls are made. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 6 Pages * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 1. For NOS Dedicated Outbound International Services, Ciera shall pay the international rates set out in the attached pricing schedules. 2. For International Directory Assistance Services, if available, Ciera shall pay the applicable standard Global Crossing resale rates in effect when calls are made. * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. * 6 Pages * CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. *

Letter of Agency Requirements. RMBI 1. Purchaser is responsible for obtaining and maintaining valid letters of agency from prospective End-Users to be Presubscribed in accordance with the following: 1. A. Frontier acknowledges that at times RMBI Purchaser may obtain prospective End-Users through telemarketing and tape recorded third party verifications in accordance with FCC Guideline Subpart K section 64.1100 (c) as the same may be amended, interpreted or clarified ("VERBAL Verbal LOA"). RMBI Purchaser understands that some LECs will not accept Verbal LOAs as valid authorization for a change of long distance carriers and agrees that for prospective End-Users users located in such LECs' jurisdictions it will use Written LOAs. When RMBI uses If Purchaser elects to use, or is required to use,written letters of agency ("WRITTEN LOASWritten LOAs") for prospective End-Users it shall use a format that complies with FCC Guideline Subpart K section 64.1150 as the same may be amended, interpreted or clarified. RMBI Purchaser shall retain all Verbal LOA LOAs tapes and transcripts and Written LOAs used and promptly make the originals available upon the request of Frontier, a LEC or any regulatory agency. 2. RMBI B. Purchaser agrees that a Verbal LOA may be used to presubscribe a prospective End-User to Frontier, but that the Verbal LOA will not be accepted by Frontier as documentation with respect to in any PIC or "slamming" claims. Except as it may otherwise agree in writing, Frontier is not obligated to "work" PIC disputes with respect to "slamming" or similar claims from End-Users or prospective End-Users. Frontier will refer LEC inquiries, ,and pass ;through any LEC charges imposed on Frontier for such claims, directly to RMBIPurchaser, including without limitation, PIC Primary Interexchange Carrier charges or any other charges and penalties imposed by a LEC or regulatory agency, plus an additional amount equal to such charges and penalties as an administration fee agency (collectively, PIC Charges"PIC CHARGES"), ) with respect to such claims. PIC Charges will be billed to RMBI Purchaser periodically on an Invoice. Verbal LOAs and Written LOAs are collectively referred to as "LOASLOAs". RMBI SHALL DEFEND AND INDEMNIFY FRONTIER AGAINST ANY AND ALL CLAIMSPurchaser shall defend and indemnify Frontier against any and all claims, INCLUDING WITHOUT LIMITATIONincluding without limitation, ANY ENDany End-USER, User,LEC OR REGULATORY AGENCY CLAIMS (INCLUDING "SLAMMING CLAIMS"), ARISING FROM OR RELATED TO RMBI'S USE OR FAILURE TO USE OR PROVIDE VALID LOASor regulatory agency claims,arising from or related to purchaser's failure to use or provide valid LOAs.