Common use of More Favorable Provisions Clause in Contracts

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and South Carolina of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller in its entirety. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and South Carolina any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative or D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and South Carolina any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by Reseller, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller in its entirety. In the event that Reseller accepts such offeroffer within thirty (30) days after the Commission approves such Other Resale Agreement pursuant to 47 U.S.C. § 252, such Other Terms shall be effective between BellSouth and Reseller as of the approval date of such Other Resale Agreement. In the event that Reseller accepts such offer more than thirty (30) days after the Commission approves such Other Resale Agreement pursuant to 47 U.S.C. § 252, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee; any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative or D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and South Carolina any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effectivejudicial review, BellSouth shall be deemed thereby to have offered such arrangements to Reseller upon such Other Terms, in their entirety, which Reseller may only accept in their entirety, as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by Reseller, shall remain in full force and effect.Section

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller Netel in its entirety. In the event that Reseller Netel accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Netel as of the date on which Reseller Netel accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Netel upon such Other Terms, in their entirety, which Netel may only accept in their entirety, as provided in Section XVI.E. In the event that Netel accepts such offer, such Other Terms shall be effective between BellSouth and Netel as of the date on which Netel accepts such offer. D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states states)of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller Netel upon such Other Terms, which Reseller Netel may accept as provided in Section XVI.E. In the event that Reseller Netel accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Netel as of the date on which Reseller Netel accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by ResellerNetel, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller in its entirety. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer.Resale C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Reseller upon such Other Terms, in their entirety, which Reseller may only accept in their entirety, as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by Reseller, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller Annox in its entirety. In the event that Reseller Annox accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Annox as of the date on which Reseller Annox accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Annox upon such Other Terms, in their entirety, which Annox may only accept in their entirety, as provided in Section XVI.E. In the event that Annox accepts such offer, such Other Terms shall be effective between BellSouth and Annox as of the date on which Annox accepts such offer. D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller Annox upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer., E. The terms of this Agreement, other than those affected by the Other Terms accepted by ResellerAnnox, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states state of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller EZ Phone in its entirety. In the event that Reseller EZ Phone accepts such offer, such Other Terms shall be effective between BellSouth and Reseller EZ Phone as of the date on which Reseller EZ Phone accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states state of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to EZ Phone upon such Other Terms, in their entirety, which EZ Phone may only accept in their entirety, as provided in Section D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states state of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and South Carolina any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer., E. The terms of this Agreement, other than those affected by the Other Terms accepted by ResellerEZ Phone, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller Comm South in its entirety. In the event that Reseller Comm South accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Comm South as of the date on which Reseller Comm South accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative orthis D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller Comm South upon such Other Terms, which Reseller Comm South may accept as provided in Section XVI.E. In the event that Reseller Comm South accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Comm South as of the date on which Reseller Comm South accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by ResellerComm South, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller ACCESS in its entirety. In the event that Reseller ACCESS accepts such offer, such Other Terms shall be effective between BellSouth and Reseller ACCESS as of the date on which Reseller ACCESS accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to ACCESS upon such Other Terms, in their entirety, which ACCESS may only accept in their entirety, as provided in Section D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller ACCESS upon such Other Terms, which Reseller ACCESS may accept as provided in Section XVI.E. In the event that Reseller ACCESS accepts such offer, such Other Terms shall be effective between BellSouth and Reseller ACCESS as of the date on which Reseller ACCESS accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by ResellerACCESS, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and South Carolina Florida of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller D.E.S. in its entirety. In the event that Reseller D.E.S. accepts such offer, such Other Terms shall be effective between BellSouth and Reseller D.E.S. as of the date on which Reseller D.E.S. accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and Carolina, South Carolina or Tennessee, any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to D.E.S. upon such Other Terms, in their entirety, which D.E.S. may only accept in their entirety, as provided in Section XVI.E. In the event that D.E.S. accepts such offer, such Other Terms shall be effective between BellSouth and D.E.S. as of the date on which D.E.S. accepts such offer. D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and Carolina, South Carolina or Tennessee, any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller D.E.S. upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by Reseller, shall remain in full force and effect.which

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, case upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”“Other Resale Agreement”) which provides for the provision within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Other Resale Agreement to Reseller in its entirety. In the event that Reseller accepts such offer, offer within sixty (60) days after the Commission approves such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer.Resale Agreement pursuant to 47 U.S.C. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Reseller upon such Other Terms, in their entirety, which Reseller may only accept in their entirety, as provided in Section XVI.E. In the event that reseller accepts such offer within sixty (60) days after the date on which such Resale Order becomes final and not subject to further administrative or judicial review, such Other Terms shall be effective between BellSouth and Reseller as of the effective date of such Resale Order. In the event that Reseller accepts such offer more than sixty (60) days after the date on which such Resale Order becomes final and not subject to further administrative or judicial review, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offeroffer within sixty (60) days after the date on which such Resale Tariff becomes effective, such Other Terms shall be effective between BellSouth and Reseller as of the effective date of such Resale Tariff. In the event that Reseller accepts such offer more than sixty (60) days after the date on which such Resale Tariff becomes effective, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by Reseller, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller Tel-Link in its entirety. In the event that Reseller Tel-Link accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Tel-Link as of the date on which Reseller Tel-Link accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Tel-Link upon such Other Terms, in their entirety, which Tel-Link may only accept in their entirety, as provided in Section D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller Tel-Link upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer.Other E. The terms of this Agreement, other than those affected by the Other Terms accepted by ResellerTel-Link, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if ----- 1. the Federal Communications Commission (“"FCC”") or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”"Other Resale Agreement”") which provides for the provision within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“"Other Terms”"), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller in its entirety. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “"Resale Order”") requiring BellSouth to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative or D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and South Carolina any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effectivejudicial review, BellSouth shall be deemed thereby to have offered such arrangements to Reseller upon such Other Terms, in their entirety, which Reseller may only accept in their entirety, as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by Reseller, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states state of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller Alliance in its entirety. In the event that Reseller Alliance accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Alliance as of the date on which Reseller Alliance accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states state of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Alliance upon such Other Terms, in their entirety, which Alliance may only accept in their entirety, as provided in Section D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states state of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller Alliance upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer.which E. The terms of this Agreement, other than those affected by the Other Terms accepted by ResellerAlliance, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states state of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina and South Carolina of any of the arrangements covered by this Agreement upon ratesCarolina, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller in its entirety. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer.South C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Southern Phon- Reconnek upon such Other Terms, in their entirety, which Southern Phon-Reconnek may only accept in their entirety, as provided in Section XVI.E. In the event that Southern Phon-Reconnek accepts such offer, such Other Terms shall be effective between BellSouth and Southern Phon-Reconnek as of the date on which Southern Phon- Reconnek accepts such offer. D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller Southern Phon-Reconnek upon such Other Terms, which Reseller Southern Phon-Reconnek may accept as provided in Section XVI.E. In the event that Reseller Southern Phon-Reconnek accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Southern Phon-Reconnek as of the date on which Reseller Southern Phon-Reconnek accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by ResellerSouthern Phon- Reconnek, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if ---if--- 1. the Federal Communications Commission (“"FCC”") or the Commission finds that the terms of this Agreement Amendment are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement Amendment to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”"Other Resale Agreement”") which provides for the provision within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement Amendment upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Amendment("Other Terms”"), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller Cybernet in its entirety. In the event that Reseller Cybernet accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Cybernet as of the date on which Reseller Cybernet accepts such offer. C. In the event that after the effective date of this Agreement Amendment the FCC or the Commission enters an order (a “"Resale Order”") requiring BellSouth to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Version: April 24, 1997 Page 12 13 agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Cybernet upon such Other Terms, in their entirety, which Cybernet may only accept in their entirety, as provided in Section XVI.E. In the event that Cybernet accepts such offer, such Other Terms shall be effective between BellSouth and Cybernet as of the date on which Cybernet accepts such offer. D. In the event that after the effective date of this Agreement Amendment BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “"Resale Tariff”") offering to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement Amendment upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller Cybernet upon such Other Terms, which Reseller Cybernet may accept as provided in Section XVI.E. In the event that Reseller Cybernet accepts such offer, such Other Terms shall be effective between BellSouth and Reseller Cybernet as of the date on which Reseller Cybernet accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by ResellerCybernet, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller in its entirety. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Reseller upon such Other Terms, in their entirety, which Reseller may only accept in their entirety, as provided in Section D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by Reseller, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller in its entirety. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer.set C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Reseller upon such Other Terms, in their entirety, which Reseller may only accept in their entirety, as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina Carolina, South Carolina, and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by Reseller, shall remain in full force and effect.

More Favorable Provisions. A. The parties agree that if --- 1. the Federal Communications Commission (“FCC”) or the Commission finds that the terms of this Agreement are inconsistent in one or more material respects with any of its or their respective decisions, rules or regulations, or 2. the FCC or the Commission preempts the effect of this Agreement, then, in either case, upon such occurrence becoming final and no longer subject to administrative or judicial review, the parties shall immediately commence good faith negotiations to conform this Agreement to the requirements of any such decision, rule, regulation or preemption. The revised agreement shall have an effective date that coincides with the effective date of the original FCC or Commission action giving rise to such negotiations. The parties agree that the rates, terms and conditions of any new agreement shall not be applied retroactively to any period prior to such effective date except to the extent that such retroactive effect is expressly required by such FCC or Commission decision, rule, regulation or preemption. B. In the event that BellSouth, either before or after the effective date of this Agreement, enters into an agreement with any other telecommunications carrier (an ”Other Resale Agreement”) which provides for the provision within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and South Carolina Tennessee of any of the arrangements covered by this Agreement upon rates, terms or conditions that differ in any material respect from the rates, terms and conditions for such arrangements set forth in this Agreement (“Other Terms”), BellSouth shall be deemed thereby to have offered such other Resale Agreement to Reseller in its entirety. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer.Resale C. In the event that after the effective date of this Agreement the FCC or the Commission enters an order (a “Resale Order”) requiring BellSouth to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and South Carolina Tennessee any of the arrangements covered by this agreement upon Other Terms, then upon such Resale Order becoming final and not subject to further administrative oror judicial review, BellSouth shall be deemed to have offered such arrangements to Reseller upon such Other Terms, in their entirety, which Reseller may only accept in their entirety, as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. D. In the event that after the effective date of this Agreement BellSouth files and subsequently receives approval for one or more intrastate tariffs (each, a “Resale Tariff”) offering to provide within the states state(s) of Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and South Carolina Tennessee any of the arrangements covered by this Agreement upon Other Terms, then upon such Resale Tariff becoming effective, BellSouth shall be deemed thereby to have offered such arrangements to Reseller upon such Other Terms, which Reseller may accept as provided in Section XVI.E. In the event that Reseller accepts such offer, such Other Terms shall be effective between BellSouth and Reseller as of the date on which Reseller accepts such offer. E. The terms of this Agreement, other than those affected by the Other Terms accepted by Reseller, shall remain in full force and effect.