Common use of Rates and Charges Clause in Contracts

Rates and Charges. 11.5.1 Resold services as listed in Appendix A are available for resale at the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any of the following (collectively referred to hereinafter as "Order") during the term of this Agreement: - establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement shall be subject to true-up to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold under this Agreement. All federal and state rules and regulations associated with SLC as found in the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s). However, if ACI requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI a price quote for the construction. If the quote is accepted, ACI will be billed the quoted price and construction will commence after receipt of payment.

Rates and Charges. 11.5.1 Resold For the services provided or contracted for hereunder, Xxxxxxx agrees to pay Panhandle the then-effective, applicable rates and charges under Panhandle's Rate Schedule FT filed with the Commission, as listed such rates and charges and Rate Schedule FT may hereafter be modified, supplemented, superseded, or replaced generally or as to the service hereunder. Panhandle reserves the right from time to time to unilaterally file and to make effective any such changes in Appendix A are available for resale at the terms or rate levels under Rate Schedule FT and the applicability thereof, the General Terms and Conditions or any other provisions of Panhandle's Tariff, subject to the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any provisions of the following (collectively referred Natural Gas Act and the Commission's Regulations thereunder. From time to hereinafter as "Order") during the term of this Agreement: - establish wholesale discount rates through decisions time Panhandle and Xxxxxxx may agree in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they willwriting, on a state-by-state basislevel of discount of the otherwise applicable rates and charges hereunder, revise Appendix A pursuant to incorporate the services determined by such Order into effective applicable provisions of Rate Schedule FT and subject to the Regulations and Orders of the Commission. For example, Panhandle and Shipper may agree that a specified discounted rate shall apply: (a) only to certain Quantities under this Agreement; (b) only if specified Quantity levels are actually achieved or only with respect to Quantities below a specified level; (c) only during specified time periods; (d) only to specified Points of Receipt, effective Points of Delivery, mainline segments, transportation paths or defined geographical areas; (e) only to production reserves committed by the Shipper; (f) in a specified relationship to the Quantities actually transported (i.e., that the rates shall be adjusted in a specified relationship to Quantities actually transported); or (g) based on published index prices for specific receipt or delivery points or other agreed upon pricing reference points for price determination (Such discounted rate may be based on the date ordered published index price point differential or arrived at by a Commissionformula. When a state CommissionAny service agreement containing an index based discount will identify what rate component is discounted. To the extent the firm reservation charge is discounted, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision the index price differential rate formula shall be deemed calculated to have defined that such services are generally available to Resellers in that state. If state a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commissionrate per unit of MDCQ.); provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement any such discounted rate set forth above shall be subject to true-up between the Maximum Rate and Minimum Rate applicable to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold provided under this Agreement. All federal and state rules and regulations associated with SLC as found in In addition, the discount agreement may include a provision that if one rate component which was at or below the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) Maximum Rate at the time the discount agreement was executed subsequently exceeds the applicable Maximum Rate due to a change in Panhandle's Maximum Rates so that such rate component must be adjusted downward to equal the new applicable Maximum Rate, then other rate components may be adjusted upward to achieve the agreed overall rate, so long as none of the end-user(s) switch resulting rate components exceed the Maximum Rate applicable to Co-Provider that rate component. Such changes to rate components shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s)applied prospectively, commencing with the date a Commission order accepts revised rates. However, if ACI requests that facilities nothing contained herein shall be constructed or enhanced construed to provide resold services, USWC will review such requests alter a refund obligation under applicable law for any period during which rates which had been charged under a discount agreement exceeded rates which ultimately are found to be just and reasonable. Any discount(s) shall be effective only on a case-by-case prospective basis and determine, as specified in its sole discretion, if it is economically feasible the written agreement between Panhandle and Shipper. From time to time Panhandle and Xxxxxxx may agree to a Negotiated Rate for USWC to build or enhance facilitiesa specified term for service hereunder. If USWC decides to build or enhance the requested facilities, USWC will develop Provisions governing such Negotiated Rate and provide to ACI a price quote for the construction. If the quote is accepted, ACI will term shall be billed the quoted price and construction will commence after receipt of paymentset forth on Exhibit B hereto.

Rates and Charges. 11.5.1 Resold services as listed in Appendix A are available for resale at the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any of the following (collectively referred to hereinafter as "“Order"”) during the term of this Agreement: - • establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - • establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("“Other Resale Charges"”); and - • order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement shall be subject to true-up to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-service- by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI NAS may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI NAS for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACINAS. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI NAS without discount for each local exchange line resold under this Agreement. All federal and state rules and regulations associated with SLC as found in the applicable tariffs also apply. 11.5.5 ACI NAS will pay to USWC the PIC change charge without discount associated with ACI NAS end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI NAS agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s). However, if ACI NAS requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI NAS a price quote for the construction. If the quote is accepted, ACI NAS will be billed the quoted price and construction will commence after receipt of payment.

Rates and Charges. 11.5.1 Resold For the services provided or contracted for hereunder, Xxxxxxx agrees to pay Panhandle the then-effective, applicable rates and charges under Panhandle's Rate Schedule SCT filed with the Commission, as listed such rates and charges and Rate Schedule SCT may hereafter be modified, supplemented, superseded, or replaced generally or as to the service hereunder. Panhandle reserves the right from time to time to unilaterally file and to make effective any such changes in Appendix A are available for resale at the terms or rate levels under Rate Schedule SCT and the applicability thereof, the General Terms and Conditions or any other provisions of Panhandle's Tariff, subject to the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any provisions of the following (collectively referred Natural Gas Act and the Commission's Regulations thereunder. From time to hereinafter as "Order") during the term of this Agreement: - establish wholesale discount rates through decisions time Panhandle and Xxxxxxx may agree in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they willwriting, on a state-by-state basislevel of discount of the otherwise applicable rates and charges hereunder, revise Appendix A pursuant to incorporate the services determined by such Order into effective applicable provisions of Rate Schedule SCT and subject to the Regulations and Orders of the Commission. For example, Panhandle and Shipper may agree that a specified discounted rate shall apply: (a) only to certain Quantities under this Agreement; (b) only if specified Quantity levels are actually achieved or only with respect to Quantities below a specified level; (c) only during specified time periods; (d) only to specified Points of Receipt, effective Points of Delivery, mainline segments, transportation paths or defined geographical areas; (e) only to production reserves committed by the Shipper; (f) in a specified relationship to the Quantities actually transported (i.e., that the rates shall be adjusted in a specified relationship to Quantities actually transported); or (g) based on published index prices for specific receipt or delivery points or other agreed upon pricing reference points for price determination (Such discounted rate may be based on the date ordered published index price point differential or arrived at by a Commissionformula. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale Any service agreement containing an index based discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commissionwill identify what rate component is discounted.); provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement any such discounted rate set forth above shall be subject to true-up between the Maximum Rate and Minimum Rate applicable to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold provided under this Agreement. All federal and state rules and regulations associated with SLC as found in In addition, the discount agreement may include a provision that if one rate component which was at or below the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) Maximum Rate at the time the discount agreement was executed subsequently exceeds the applicable Maximum Rate due to a change in Panhandle's Maximum Rates so that such rate component must be adjusted downward to equal the new applicable Maximum Rate, then other rate components may be adjusted upward to achieve the agreed overall rate, so long as none of the end-user(s) switch resulting rate components exceed the Maximum Rate applicable to Co-Provider that rate component. Such changes to rate components shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s)applied prospectively, commencing with the date a Commission order accepts revised rates. However, if ACI requests that facilities nothing contained herein shall be constructed or enhanced construed to provide resold services, USWC will review such requests alter a refund obligation under applicable law for any period during which rates which had been charged under a discount agreement exceeded rates which ultimately are found to be just and reasonable. Any discount(s) shall be effective only on a case-by-case prospective basis and determine, as specified in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop written agreement between Panhandle and provide to ACI a price quote for the construction. If the quote is accepted, ACI will be billed the quoted price and construction will commence after receipt of paymentShipper.

Rates and Charges. 11.5.1 Resold services as listed in Appendix A are available for resale at the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any of the following (collectively referred to hereinafter as "Order") during the term of this Agreement: - . establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - . establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - . order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-by- state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement shall be subject to true-up to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI Pac-West may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI Pac-West for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACIPac-West. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI Pac-West without discount for each local exchange line resold under this Agreement. All federal and state rules and regulations associated with SLC as found in the applicable tariffs also apply. 11.5.5 ACI Pac-West will pay to USWC the PIC change charge without discount associated with ACI Pac-West end user changes of inter-inter- exchange or intraLATA carriers. 11.5.6 ACI Pac-West agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s). However, if ACI Pac-West requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI Pac- West a price quote for the construction. If the quote is accepted, ACI Pac-West will be billed the quoted price and construction will commence after receipt of payment.

Rates and Charges. 11.5.1 Resold services (a) Rates: Rates and charges for the Service shall be as listed in Appendix A are available for resale at the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. HoweverExhibit ----- 3, state Commissions may do any of the following (collectively referred which is attached to hereinafter as "Order") during the term and made a part of this Agreement: - establish wholesale discount . (1) The rates through decisions shown in arbitrationExhibit 3 are based on the volume of the Commitment. Skysite may at its option, interconnection and/or resale cost proceedings; - establish upon 60 days' written notice to AMSC, elect to increase the Commitment, and in consideration of such increase, AMSC will make available to Skysite AMSC's then-current rates for the volume elected by Skysite, or such other recurring rates as the parties may agree upon in writing. The increased Commitment shall be (i) effective for the remainder of the then-current Term of this Agreement and nonrecurring rates related (ii) subject to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into provisions of section 1.2 of this Agreement, effective on the date ordered (2) The per minute prices shown in Exhibit 3 will be reduced by a Commission. When a state Commission, through a decision Seven Cents ($.07) per minute - if Skysite performs Call Transport Termination as described in arbitration, identifies services section 1.6(c) of this Agreement. (3) AMSC covenants that must be available for resale Skysite shall at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement all times under this Agreement receive a discount of no less than Twenty Five Percent (25%) off of AMSC's then- current "base retail rates" for On-Demand Service, including Skycell Satellite Dispatch Service, but excluding Fixed Site service. (i) If and when AMSC's base retail rates for On-Demand Service (other than for Fixed Site service) change, AMSC shall be subject to true-up to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under promptly notify Skysite and modify this Agreement in writing as identified in Appendix A, shall be made available on necessary to provide Skysite with at least a going forward basis from the date Twenty Five Percent (25%) discount off of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount AMSC's rates for such services as generally available to ResellersOn- Demand Service, Appendix A shall be revised to incorporate except for the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year for Fixed Site service. (ii) For purposes of this Agreement, either USWC "base retail rates" are the rates charged by AMSC for the smallest volume or ACI may elect unit and/or the shortest term duration in which AMSC prices the service and sells it on a regular basis to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates changeunaffiliated entities, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold under this Agreementvolume, duration of term, or other discount or promotion. All federal Skysite acknowledges and state rules agrees that AMSC may grant volume- or term-based or promotional discounts to its other customers for those services and regulations associated with SLC as found that AMSC shall not be obligated to guarantee Skysite a Twenty Five Percent (25%) discount off of volume- or term-based or promotional discounts. (iii) Notwithstanding the foregoing, AMSC agrees that if, in any quarter, Skysite's total purchases of On-Demand Service and Channels exceed the applicable tariffs also apply. 11.5.5 ACI Quarterly Minimum for that quarter by at least 50%, AMSC will pay sell User Equipment to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-ProviderSkysite at AMSC's end-user(s) at the time of the end-user(s) switch to Co-Provider shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s). However, if ACI requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI a price quote cost for the construction. If the quote is accepted, ACI will be billed the quoted price and construction will commence after receipt of paymentsubsequent quarter.

Rates and Charges. 11.5.1 Resold The prices for the foregoing services shall be as listed in Appendix A are available for resale at the applicable discount percentage or rate per minute set forth in Appendix BA’s Tariffs or, in the absence of an applicable BA Tariff price, in Exhibit A or, if not set forth in either, as may be determined by BA from time to time. If BA at any time offers another resale support service the prices for which are not stated in BA’s Tariffs or at Exhibit A, BA shall have the retail tariff right to revise Exhibit A to add such prices. Essex XXXX ATLANTIC Interconnection Agreement for Rhode Island Exhibit A contains rates the Parties shall charge on a reciprocal basis for the specific services available identified herein. Except as otherwise provided for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any of the following (collectively referred to hereinafter as "Order") during the term of this Agreement: - establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx when the Commission ordered approves actual rates or chargesin Rhode Island PUC Case No. The 2681, those rates for those resold services initially included in the wholesale pricing arrangement under this Agreement shall be subject to true-up to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available apply to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable network element or service provided by BA to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold Essex under this Agreement. All federal and state rules and regulations associated with SLC as found in If the applicable tariffs also apply. 11.5.5 ACI will pay Commission approves additional or different rates and/or rate structures at a later time, unless otherwise agreed to USWC by the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features Parties herein, the rates and/or rate structures established by the Commission at a later time shall become the rates and/or rate structures established herein. The Parties agree that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider those rates and/or rate structures shall be considered "existing" applied prospectively only. BA-RI/Essex June 7, 2000 nv020300a.doc EXHIBIT A‌ Xxxx Atlantic – Rhode Island and "capable" Essex PRICING SCHEDULE1 I. Call Transport & Termination BA Service Non-recurring Recurring 1. Negotiated Rate for Reciprocal Compensation Traffic delivered to allow Coa BA-Provider IP or to offer resold services to that end-user(sa Essex IP $0.008/minute of use (mou) 2. HoweverAccess charges for termination of intrastate and interstate Toll Traffic Per BA FCC No. 11 interstate and RIPUC No. 20 intrastate access tariffs (charged in conjunction with Local Traffic, if ACI requests that facilities be constructed or enhanced to provide resold servicesusing PLU and PIU factors, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilitiesas appropriate) 3. If USWC decides to build or enhance the requested Entrance facilities, USWC will develop and provide to ACI a price quote transport, as appropriate, for the constructionInterconnection at BA End Office, Tandem Office, Serving Wire Center, or other Point of Interconnection Per BA FCC No. If the quote is accepted, ACI will be billed the quoted price 11 interstate and construction will commence after receipt of paymentRIPUC No. 20 intrastate access tariffs for Feature Group D service.

Rates and Charges. 11.5.1 Resold For the services provided or contracted for hereunder, Xxxxxxx agrees to pay Panhandle the then-effective, applicable rates and charges under Panhandle's Rate Schedule LFT filed with the Commission, as listed such rates and charges and Rate Schedule LFT may hereafter be modified, supplemented, superseded, or replaced generally or as to the service hereunder. Panhandle reserves the right from time to time to unilaterally file and to make effective any such changes in Appendix A are available for resale at the terms or rate levels under Rate Schedule LFT and the applicability thereof, the General Terms and Conditions or any other provisions of Panhandle's Tariff, subject to the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any provisions of the following (collectively referred Natural Gas Act and the Commission's Regulations thereunder. From time to hereinafter as "Order") during the term of this Agreement: - establish wholesale discount rates through decisions time Panhandle and Xxxxxxx may agree in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they willwriting, on a state-by-state basislevel of discount of the otherwise applicable rates and charges hereunder, revise Appendix A pursuant to incorporate the services determined by such Order into effective applicable provisions of Rate Schedule LFT and subject to the Regulations and Orders of the Commission. For example, Panhandle and Shipper may agree that a specified discounted rate shall apply: (a) only to certain Quantities under this Agreement; (b) only if specified Quantity levels are actually achieved or only with respect to Quantities below a specified level; (c) only during specified time periods; (d) only to specified Points of Receipt, effective Points of Delivery, mainline segments, transportation paths or defined geographical areas; (e) only to production reserves committed by the Shipper; (f) in a specified relationship to the Quantities actually transported (i.e., that the rates shall be adjusted in a specified relationship to Quantities actually transported); or (g) based on published index prices for specific receipt or delivery points or other agreed upon pricing reference points for price determination (Such discounted rate may be based on the date ordered published index price point differential or arrived at by a Commissionformula. When a state CommissionAny service agreement containing an index based discount will identify what rate component is discounted. To the extent the firm reservation charge is discounted, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision the index price differential rate formula shall be deemed calculated to have defined that such services are generally available to Resellers in that state. If state a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commissionrate per unit of MDCQ.); provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement any such discounted rate set forth above shall be subject to true-up between the Maximum Rate and Minimum Rate applicable to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold provided under this Agreement. All federal and state rules and regulations associated with SLC as found in In addition, the discount agreement may include a provision that if one rate component which was at or below the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) Maximum Rate at the time the discount agreement was executed subsequently exceeds the applicable Maximum Rate due to a change in Panhandle's Maximum Rates so that such rate component must be adjusted downward to equal the new applicable Maximum Rate, then other rate components may be adjusted upward to achieve the agreed overall rate, so long as none of the end-user(s) switch resulting rate components exceed the Maximum Rate applicable to Co-Provider that rate component. Such changes to rate components shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s)applied prospectively, commencing with the date a Commission order accepts revised rates. However, if ACI requests that facilities nothing contained herein shall be constructed or enhanced construed to provide resold services, USWC will review such requests alter a refund obligation under applicable law for any period during which rates which had been charged under a discount agreement exceeded rates which ultimately are found to be just and reasonable. Any discount(s) shall be effective only on a case-by-case prospective basis and determine, as specified in its sole discretion, if it is economically feasible the written agreement between Panhandle and Shipper. From time to time Panhandle and Xxxxxxx may agree to a Negotiated Rate for USWC to build or enhance facilitiesa specified term for service hereunder. If USWC decides to build or enhance the requested facilities, USWC will develop Provisions governing such Negotiated Rate and provide to ACI a price quote for the construction. If the quote is accepted, ACI will term shall be billed the quoted price and construction will commence after receipt of paymentset forth on Exhibit B hereto.

Rates and Charges. 11.5.1 Resold 3.1 The prices for the foregoing services shall be as listed in Appendix A are available for resale at the applicable discount percentage or rate per minute set forth in Appendix BA's Tariffs or, in the absence of an applicable BA Tariff price, in Exhibit A or, if not set forth in either, as may be determined by BA from time to time. If BA at any time offers a resale support service the prices for which are not stated in BA's Tariffs or Exhibit A and MFS elects to purchase such service, BA shall have the right to revise Exhibit A to add such prices; provided that, if the resale support service is already being used by MFS at the retail tariff rates time BA revises Exhibit A to add such prices, except as otherwise required by this Agreement or Applicable Laws, the revision shall not become effective until BA has given MFS thirty (30) days prior notice of the revision. EXHIBIT A XXXX ATLANTIC-VIRGINIA, INC. AND MFS INTELENET OF VIRGINIA, INC. DETAILED SCHEDULE OF ITEMIZED CHARGES/1/ ------------------------------------- A. BA SERVICES, FACILITIES, AND ARRANGEMENTS: a. Entrance facilities, and transport, as Per interstate [BA FCC #1 sec. 6.9.1. and appropriate, for Interconnection at (proposed) intrastate [BA-VA SCC 217 BA End Office, Tandem Office, sec. 6.8.2] access tariffs for Feature Group Serving Wire Center, or other Point D Service/2/ of Interconnection Illustrative: Interstate non-recurring: $1, plus $1 switched access connection charge per trunk; DS-1 entrance facility $210- $212/mo. b. Collocation and related services available for resale but excluded from Per interstate [BA FCC 1 sec. 19] and Interconnection at BA End Office, intrastate access tariffs/3/ Tandem Office, or Serving Wire Center --------------------------------------------------------------------------------------------------- ___________________ /1/ Rates listed herein for services, facilities, or arrangements that are marked with an asterisk (*) are fixed pursuant to Section 20 of the wholesale pricing arrangement Agreement for the initial term of the Agreement, as set forth in this Section 22 of the Agreement. HoweverRates for services, state Commissions may do any facilities, or arrangements that are not marked with an asterisk shall change in accordance with the provisions of Section 20 of the following (collectively referred to hereinafter as "Order") during Agreement. /2/ Pending approval of the term of this Agreement: - establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale BA intrastate local transport restructure tariff, intrastate access services subject to the Parties agree that they willpending tariff will be charged pursuant to effective tariffs, on a state-by-state basisas agreed by the Parties, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement shall be subject to true-up at either Party's request. /3/ Pending approval of the BA intrastate collocation tariff to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariffbe filed no later December 31, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A1996, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such all collocation services shall be available charged at the discount rate applicable to basic exchange business service identified rates found in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to ResellersBA FCC 1 sec. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement19. 11.5.2 If the resold services are purchased pursuant to Tariffs c. Tandem transit arrangements Per tariffs cited in (for Interconnection between sections 1.a. and the Tariff rates change1.b. above, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective datePer interstate [BA FCC 1 sec. 11.5.3 A Customer Transfer Charge 6.9.1. B] and MFS and carriers other than BA) applicable; separate trunks required (CTCproposed) intrastate [BA-VA SCC 217 sec. 6.8.2.B] for IXC subtending trunks/4/ for tandem switching and tandem switched transport, as specified applicable/5/ d. 911 Interconnection Per tariffs cited in Appendix A applies when transferring any existing account 1.a., 1.b., and 1.c. above, as applicable, for entrance facility plus applicable transport, or lines to ACICollocation Arrangement at 911 tandem ------------------------------------------------------------------------------------------------------------------------------------ ________________________________ /4/ See note 2 above. Tariffed, non-recurring charges will apply to new installations/5/ See note 2 above. 11.5.4 A Subscriber Line Charge e. Directory assistance Interconnection Intrastate per (SLCproposed) will continue to be paid by ACI without discount for each local exchange line resold under this AgreementBA-VA SCC Intrastate per (proposed) BA-VA SCC 217 217 sec. All federal and state rules and regulations associated with SLC as found in the applicable tariffs also apply.9.6.B (transport)/6/ sec. 9.6.B: Illustrative: Per call rate $.000092 fixed, $.000021 per mile, $.000462 tandem switching, $.003705 interconnection Interstate per BA FCC 1 sec. 9.6.B Interstate per BA FCC 1 sec. 9.6.B Illustrative: 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any f. Operator services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(scompletion) at the time of the end-user(s) switch to Co-Provider shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s). However, if ACI requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI a price quote for the construction. If the quote is accepted, ACI will be billed the quoted price and construction will commence after receipt of payment.Per separate contract Interconnection ------------------------------------------------------------------------------------------------------------------------------------

Rates and Charges. 11.5.1 Resold A wholesale discount of 19.28 percent shall apply to USWC’s retail services as listed in Appendix A that are available provided for resale at the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. resale.118 However, state Commissions may do any of the following (collectively referred to hereinafter as "“Order"”) during the term of this Agreement: - • establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - • establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("“Other Resale Charges"”); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement shall be subject to true-up to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellersresellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellersresellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI AT&T may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold under this Agreement. All federal and state rules and regulations associated with SLC as found in the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s). However, if ACI requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI a price quote for the construction. If the quote is accepted, ACI will be billed the quoted price and construction will commence after receipt of payment.

Rates and Charges. 11.5.1 Resold For the services provided or contracted for hereunder, DVS Party agrees to pay Panhandle the then-effective, applicable rates and charges under Panhandle's Rate Schedule DVS filed with the Commission, as listed such rates and charges and Rate Schedule DVS may hereafter be modified, supplemented, superseded, or replaced generally or as to the service hereunder. Panhandle reserves the right from time to time to unilaterally file and to make effective any such changes in Appendix A are available for resale at the terms or rate levels under Rate Schedule DVS and the applicability thereof, the General Terms and Conditions or any other provisions of Panhandle's Tariff, subject to the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any provisions of the following (collectively referred Natural Gas Act and the Commission's Regulations thereunder. From time to hereinafter as "Order") during the term of this Agreement: - establish wholesale discount rates through decisions time Panhandle and DVS Party may agree in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they willwriting, on a state-by-state basislevel of discount of the otherwise applicable rates and charges hereunder, revise Appendix A pursuant to incorporate the services determined by such Order into effective applicable provisions of Rate Schedule DVS and subject to the Regulations and Orders of the Commission. For example, Panhandle and DVS Party may agree that a specified discounted rate shall apply: (a) only to certain Quantities under this Agreement; (b) only if specified Quantity levels are actually achieved or only with respect to Quantities below a specified level; (c) only during specified time periods; (d) only to specified Point(s) of Delivery, effective mainline segments, transportation paths or defined geographical areas; (e) in a specified relationship to the Quantities actually delivered (i.e., that the rates shall be adjusted in a specified relationship to Quantities actually delivered at the specified Point of Delivery); or (f) based on published index prices for specific receipt or delivery points or other agreed upon pricing reference points for price determination (Such discounted rate may be based on the date ordered published index price point differential or arrived at by a Commissionformula. When a state CommissionAny service agreement containing an index based discount will identify what rate component is discounted. To the extent the firm reservation charge is discounted, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision the index price differential rate formula shall be deemed calculated to have defined that such services are generally available to Resellers in that state. If state a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commissionrate per unit of MDVQ.); provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement any such discounted rate set forth above shall be subject to true-up between the Maximum Rate and Minimum Rate applicable to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold provided under this Agreement. All federal and state rules and regulations associated with SLC as found in In addition, the discount agreement may include a provision that if one rate component which was at or below the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) Maximum Rate at the time the discount agreement was executed subsequently exceeds the applicable Maximum Rate due to a change in Panhandle's Maximum Rates so that such rate component must be adjusted downward to equal the new applicable Maximum Rate, then other rate components may be adjusted upward to achieve the agreed overall rate, so long as none of the end-user(s) switch resulting rate components exceed the Maximum Rate applicable to Co-Provider that rate component. Such changes to rate components shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s)applied prospectively, commencing with the date a Commission order accepts revised rates. However, if ACI requests that facilities nothing contained herein shall be constructed or enhanced construed to provide resold services, USWC will review such requests alter a refund obligation under applicable law for any period during which rates which had been charged under a discount agreement exceeded rates which ultimately are found to be just and reasonable. Any discount(s) shall be effective only on a case-by-case prospective basis and determine, as specified in its sole discretion, if it is economically feasible the written agreement between Panhandle and DVS Party. From time to time Panhandle and Xxxxxxx may agree to a Negotiated Rate for USWC to build or enhance facilitiesa specified term for service hereunder. If USWC decides to build or enhance the requested facilities, USWC will develop Provisions governing such Negotiated Rate and provide to ACI a price quote for the construction. If the quote is accepted, ACI will term shall be billed the quoted price and construction will commence after receipt of paymentset forth on Exhibit A hereto.

Rates and Charges. 11.5.1 Resold services as listed in Appendix A are available for resale at the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any of the following (collectively referred to hereinafter as "“Order"”) during the term of this Agreement: - • establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - • establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("“Other Resale Charges"”); and - • order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement shall be subject to true-up to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI NewPath may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI NewPath for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACINewPath. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI NewPath without discount for each local exchange line resold under this Agreement. All federal and state rules and regulations associated with SLC as found in the applicable tariffs also apply. 11.5.5 ACI NewPath will pay to USWC the PIC change charge without discount associated with ACI NewPath end user changes of inter-inter- exchange or intraLATA carriers. 11.5.6 ACI NewPath agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s). However, if ACI NewPath requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI NewPath a price quote for the construction. If the quote is accepted, ACI NewPath will be billed the quoted price and construction will commence after receipt of payment. 11.5.8 Nonrecurring charges will not be discounted and will be billed at the applicable Tariff rates. 11.5.9 As a part of the resold line, USWC provides and NewPath accepts, at this time, operator services, directory assistance, and intraLATA long distance with standard USWC branding. NewPath is not permitted to alter the branding of these services in any manner when the services are a part of the resold line without the prior written approval of USWC. However, at the request of NewPath and where technically feasible, USWC will rebrand operator services and directory assistance in NewPath’s name, provided the costs associated with such rebranding are paid by NewPath.

Rates and Charges. 11.5.1 Resold services as listed in Appendix A are available for resale at the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any of the following (collectively referred to hereinafter as "“Order"”) during the term of this Agreement: - • establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - • establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("“Other Resale Charges"”); and - • order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx bill the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement shall be subject to true-up to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-service- by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI DSLnet may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI DSLnet for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACIDSLnet. TariffedXxxxxxxx, non-recurring charges will apply to new installations. described in this Agreement, and shall be subject to the terms and conditions specified therein. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI DSLnet without discount for each local exchange line resold under this Agreement. All federal and state rules and regulations associated with SLC as found in the applicable tariffs also apply. 11.5.5 ACI DSLnet will pay to USWC the PIC change charge without discount associated with ACI DSLnet end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI DSLnet agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s). However, if ACI DSLnet requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI DSLnet a price quote for the construction. If the quote is accepted, ACI DSLnet will be billed the quoted price and construction will commence after receipt of payment.

Rates and Charges. 11.5.1 Resold services For the Services provided or contracted for hereunder, Shipper agrees to pay Trunkline the then-effective, applicable rates and charges under Trunkline’s Rate Schedule EFT filed with the Commission, as listed such rates and charges and Rate Schedule EFT may hereafter be modified, supplemented, superseded, or replaced generally or as to the service hereunder. Trunkline reserves the right from time to time to unilaterally file and to make effective any such changes in Appendix A are available for resale at the terms or rate levels under Rate Schedule EFT and the applicability thereof, the General Terms and Conditions or any other provisions of Trunkline’s Tariff, subject to the applicable provisions of the Natural Gas Act and the Commission’s Regulations thereunder. From time to time Shipper and Trunkline may agree in writing on a level of discount percentage of the otherwise applicable rates and charges hereunder pursuant to the effective applicable provisions of Rate Schedule EFT and subject to the Regulations and Orders of the Commission. For example, Shipper and Trunkline may agree that a specified discounted rate shall apply: (a) only to certain Quantities under this Agreement; (b) only if specified Quantity levels are actually achieved or only with respect to Quantities below a specified level; (c) only during specified time periods; (d) only to specified Points of Receipt, Points of Delivery, mainline segments, transportation paths or defined geographical areas; (e) in a specified relationship to the Quantities actually transported (i. e., that the rates shall be adjusted in a specified relationship to Quantities actually transported); or (f) based on published index prices for specific receipt or delivery points or other agreed upon pricing reference points for price determination (Such discounted rate may be based on the published index price point differential or arrived at by formula. Any Service Agreement containing an index based discount will identify what rate component is discounted. To the extent the firm reservation charge is discounted, the index price differential rate formula shall be calculated to state a rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any unit of the following (collectively referred to hereinafter as "Order") during the term of this Agreement: - establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"Maximum Daily Quantity.); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement any such discounted rate set forth above shall be subject to true-up between the Maximum Rate and Minimum Rate applicable to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold provided under this Agreement. All federal and state rules and regulations associated with SLC as found in In addition, the discount agreement may include a provision that if one rate component which was at or below the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) Maximum Rate at the time the discount agreement was executed subsequently exceeds the applicable Maximum Rate due to a change in Trunkline’s Maximum Rates so that such rate component must be adjusted downward to equal the new applicable Maximum Rate, then other rate components may be adjusted upward to achieve the agreed overall rate, so long as none of the end-user(s) switch resulting rate components exceed the Maximum Rate applicable to Co-Provider that rate component. Such changes to rate components shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s)applied prospectively, commencing with the date a Commission order accepts revised tariff sheets. However, if ACI requests that facilities nothing contained herein shall be constructed or enhanced construed to provide resold services, USWC will review such requests alter a refund obligation under applicable law for any period during which rates which had been charged under a discount agreement exceeded rates which ul timately are found to be just and reasonable. Any discount shall be effective only on a case-by-case prospective basis and determine, as specified in its sole discretion, if it is economically feasible the written agreement between Trunkline and Shipper. From time to time Shipper and Trunkline may agree to a Negotiated Rate for USWC a specified term for service hereunder. Provisions governing such Negotiated Rate and term shall be set forth on Exhibit C to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI a price quote for the construction. If the quote is accepted, ACI will be billed the quoted price and construction will commence after receipt of paymentthis Service Agreement.

Rates and Charges. 11.5.1 Resold For the services provided or contracted for hereunder, Xxxxxxx agrees to pay Panhandle the then-effective, applicable rates and charges under Panhandle's Rate Schedule HFT filed with the Commission, as listed such rates and charges and Rate Schedule HFT may hereafter be modified, supplemented, superseded, or replaced generally or as to the service hereunder. Panhandle reserves the right from time to time to unilaterally file and to make effective any such changes in Appendix A are available for resale at the terms or rate levels under Rate Schedule HFT and the applicability thereof, the General Terms and Conditions or any other provisions of Panhandle's Tariff, subject to the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any provisions of the following (collectively referred Natural Gas Act and the Commission's Regulations thereunder. From time to hereinafter as "Order") during the term of this Agreement: - establish wholesale discount rates through decisions time Panhandle and Xxxxxxx may agree in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they willwriting, on a state-by-state basislevel of discount of the otherwise applicable rates and charges hereunder, revise Appendix A pursuant to incorporate the services determined by such Order into effective applicable provisions of Rate Schedule HFT and subject to the Regulations and Orders of the Commission. For example, Panhandle and Shipper may agree that a specified discounted rate shall apply: (a) only to certain Quantities under this Agreement; (b) only if specified Quantity levels are actually achieved or only with respect to Quantities below a specified level; (c) only during specified time periods; (d) only to specified Points of Receipt, effective Points of Delivery, mainline segments, transportation paths or defined geographical areas; (e) only to production reserves committed by the Shipper; (f) in a specified relationship to the Quantities actually transported (i.e., that the rates shall be adjusted in a specified relationship to Quantities actually transported); or (g) based on published index prices for specific receipt or delivery points or other agreed upon pricing reference points for price determination (Such discounted rate may be based on the date ordered published index price point differential or arrived at by a Commissionformula. When a state CommissionAny service agreement containing an index based discount will identify what rate component is discounted. To the extent the firm reservation charge is discounted, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision the index price differential rate formula shall be deemed calculated to have defined that such services are generally available to Resellers in that state. If state a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commissionrate per unit of MDCQ.); provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement any such discounted rate set forth above shall be subject to true-up between the Maximum Rate and Minimum Rate applicable to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold provided under this Agreement. All federal and state rules and regulations associated with SLC as found in In addition, the discount agreement may include a provision that if one rate component which was at or below the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) Maximum Rate at the time the discount agreement was executed subsequently exceeds the applicable Maximum Rate due to a change in Panhandle's Maximum Rates so that such rate component must be adjusted downward to equal the new applicable Maximum Rate, then other rate components may be adjusted upward to achieve the agreed overall rate, so long as none of the end-user(s) switch resulting rate components exceed the Maximum Rate applicable to Co-Provider that rate component. Such changes to rate components shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s)applied prospectively, commencing with the date a Commission order accepts revised rates. However, if ACI requests that facilities nothing contained herein shall be constructed or enhanced construed to provide resold services, USWC will review such requests alter a refund obligation under applicable law for any period during which rates which had been charged under a discount agreement exceeded rates which ultimately are found to be just and reasonable. Any discount(s) shall be effective only on a case-by-case prospective basis and determine, as specified in its sole discretion, if it is economically feasible the written agreement between Panhandle and Shipper. From time to time Panhandle and Xxxxxxx may agree to a Negotiated Rate for USWC to build or enhance facilitiesa specified term for service hereunder. If USWC decides to build or enhance the requested facilities, USWC will develop Provisions governing such Negotiated Rate and provide to ACI a price quote for the construction. If the quote is accepted, ACI will term shall be billed the quoted price and construction will commence after receipt of paymentset forth on Exhibit B hereto.

Rates and Charges. 11.5.1 Resold For the services provided or contracted for hereunder, Xxxxxxx agrees to pay Panhandle the then-effective, applicable rates and charges under Panhandle's Rate Schedule EFT filed with the Commission, as listed such rates and charges and Rate Schedule EFT may hereafter be modified, supplemented, superseded, or replaced generally or as to the service hereunder. Panhandle reserves the right from time to time to unilaterally file and to make effective any such changes in Appendix A are available for resale at the terms or rate levels under Rate Schedule EFT and the applicability thereof, the General Terms and Conditions or any other provisions of Panhandle's Tariff, subject to the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any provisions of the following (collectively referred Natural Gas Act and the Commission's Regulations thereunder. From time to hereinafter as "Order") during the term of this Agreement: - establish wholesale discount rates through decisions time Panhandle and Xxxxxxx may agree in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they willwriting, on a state-by-state basislevel of discount of the otherwise applicable rates and charges hereunder, revise Appendix A pursuant to incorporate the services determined by such Order into effective applicable provisions of Rate Schedule EFT and subject to the Regulations and Orders of the Commission. For example, Panhandle and Shipper may agree that a specified discounted rate shall apply: (a) only to certain Quantities under this Agreement; (b) only if specified Quantity levels are actually achieved or only with respect to Quantities below a specified level; (c) only during specified time periods; (d) only to specified Points of Receipt, effective Points of Delivery, mainline segments, transportation paths or defined geographical areas; (e) only to production reserves committed by the Shipper; (f) in a specified relationship to the Quantities actually transported (i.e., that the rates shall be adjusted in a specified relationship to Quantities actually transported); or (g) based on published index prices for specific receipt or delivery points or other agreed upon pricing reference points for price determination (Such discounted rate may be based on the date ordered published index price point differential or arrived at by a Commissionformula. When a state CommissionAny service agreement containing an index based discount will identify what rate component is discounted. To the extent the firm reservation charge is discounted, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision the index price differential rate formula shall be deemed calculated to have defined that such services are generally available to Resellers in that state. If state a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commissionrate per unit of MDCQ.); provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement any such discounted rate set forth above shall be subject to true-up between the Maximum Rate and Minimum Rate applicable to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACI. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold provided under this Agreement. All federal and state rules and regulations associated with SLC as found in In addition, the discount agreement may include a provision that if one rate component which was at or below the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) Maximum Rate at the time the discount agreement was executed subsequently exceeds the applicable Maximum Rate due to a change in Panhandle's Maximum Rates so that such rate component must be adjusted downward to equal the new applicable Maximum Rate, then other rate components may be adjusted upward to achieve the agreed overall rate, so long as none of the end-user(s) switch resulting rate components exceed the Maximum Rate applicable to Co-Provider that rate component. Such changes to rate components shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s)applied prospectively, commencing with the date a Commission order accepts revised rates. However, if ACI requests that facilities nothing contained herein shall be constructed or enhanced construed to provide resold services, USWC will review such requests alter a refund obligation under applicable law for any period during which rates which had been charged under a discount agreement exceeded rates which ultimately are found to be just and reasonable. Any discount(s) shall be effective only on a case-by-case prospective basis and determine, as specified in its sole discretion, if it is economically feasible the written agreement between Panhandle and Shipper. From time to time Panhandle and Xxxxxxx may agree to a Negotiated Rate for USWC to build or enhance facilitiesa specified term for service hereunder. If USWC decides to build or enhance the requested facilities, USWC will develop Provisions governing such Negotiated Rate and provide to ACI a price quote for the construction. If the quote is accepted, ACI will term shall be billed the quoted price and construction will commence after receipt of paymentset forth on Exhibit B hereto.

Rates and Charges. 11.5.1 Resold For the services provided or contracted for hereunder, Shipper agrees to pay Trunkline the then-effective, applicable rates and charges under Trunkline's Rate Schedule EFT filed with the Commission, as listed such rates and charges and Rate Schedule EFT may hereafter be modified, supplemented, superseded, or replaced generally or as to the service hereunder. Trunkline reserves the right from time to time to unilaterally file and to make effective any such changes in Appendix A are available for resale at the terms or rate levels under Rate Schedule EFT and the applicability thereof, the General Terms and Conditions or any other provisions of Trunkline's Tariff, subject to the applicable provisions of the Natural Gas Act and the Commission's Regulations thereunder. From time to time Shipper and Trunkline may agree in writing on a level of discount percentage or of the otherwise applicable rates and charges hereunder pursuant to the effective applicable provisions of Rate Schedule EFT and subject to the Regulations and Orders of the Commission. For example, Shipper and Trunkline may agree that a specified discounted rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in shall apply: (a) only to certain Quantities under this Agreement. However; (b) only if specified Quantity levels are actually achieved or only with respect to Quantities below a specified level; (c) only during specified time periods; (d) only to specified Points of Receipt, state Commissions may do any Points of Delivery, mainline segments, transportation paths or defined geographical areas; or (e) in a specified relationship to the following Quantities actually transported (collectively referred to hereinafter as "Order") during i.e., that the term of this Agreement: - establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed adjusted in a specified relationship to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a CommissionQuantities actually transported); provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement any such discounted rate set forth above shall be subject to true-up between the Maximum Rate and Minimum Rate applicable to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of service provided under this Agreement. Any true-up discount shall be effective only on a service-by-service prospective basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines the written agreement between Trunkline and Shipper. From time to ACItime shipper and Trunkline may agree to a Negotiated Rate for a specified term for service hereunder. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold under this Agreement. All federal Provisions governing such Negotiated Rate and state rules and regulations associated with SLC as found in the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider term shall be considered "existing" and "capable" set forth on Exhibit C to allow Co-Provider to offer resold services to that end-user(s). However, if ACI requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI a price quote for the construction. If the quote is accepted, ACI will be billed the quoted price and construction will commence after receipt of paymentthis Service Agreement.

Rates and Charges. 11.5.1 Resold services as listed in Appendix A are available for resale at the applicable discount percentage or rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in this Agreement. However, state Commissions may do any of the following (collectively referred to hereinafter as "“Order"”) during the term of this Agreement: - • establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - • establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("“Other Resale Charges"”); and - • order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a Commission; provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement shall be subject to true-up to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of this Agreement. Any true-up shall be on a service-by-service basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI Teligent may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI Teligent for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines to ACITeligent. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI Teligent without discount for each local exchange line resold under this Agreement. All federal and state rules and regulations associated with SLC as found in the applicable tariffs also apply. 11.5.5 ACI Teligent will pay to USWC the PIC change charge without discount associated with ACI Teligent end user changes of inter-inter- exchange or intraLATA carriers. 11.5.6 ACI Teligent agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider shall be considered "existing" and "capable" to allow Co-Provider to offer resold services to that end-user(s). However, if ACI Teligent requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI Teligent a price quote for the construction. If the quote is accepted, ACI Teligent will be billed the quoted price and construction will commence after receipt of payment.

Rates and Charges. 11.5.1 Resold For the services provided or contracted for hereunder, Shipper agrees to pay Trunkline the then-effective, applicable rates and charges under Trunkline's Rate Schedule EFT filed with the Commission, as listed such rates and charges and Rate Schedule EFT may hereafter be modified, supplemented, superseded, or replaced generally or as to the service hereunder. Trunkline reserves the right from time to time to unilaterally file and to make effective any such changes in Appendix A are available for resale at the terms or rate levels under Rate Schedule EFT and the applicability thereof, the General Terms and Conditions or any other provisions of Trunkline's Tariff, subject to the applicable provisions of the Natural Gas Act and the Commission's Regulations thereunder. From time to time Shipper and Trunkline may agree in writing on a level of discount percentage or of the otherwise applicable rates and charges hereunder pursuant to the effective applicable provisions of Rate Schedule EFT and subject to the Regulations and Orders of the Commission. For example, Shipper and Trunkline may agree that a specified discounted rate per minute set forth in Appendix A or at the retail tariff rates for services available for resale but excluded from the wholesale pricing arrangement in shall apply: (a) only to certain Quantities under this Agreement. However; (b) only if specified Quantity levels are actually achieved or only with respect to Quantities below a specified level; (c) only during specified time periods; (d) only to specified Points of Receipt, state Commissions may do any Points of Delivery, mainline segments, transportation paths or defined geographical areas; or (e) in a specified relationship to the following Quantities actually transported (collectively referred to hereinafter as "Order") during i.e., that the term of this Agreement: - establish wholesale discount rates through decisions in arbitration, interconnection and/or resale cost proceedings; - establish other recurring and nonrecurring rates related to resale, including but not limited to Customer Transfer Charges and Slamming Charges ("Other Resale Charges"); and - order that certain services be made available for resale at specified wholesale discount rates. If a state Commission orders services to be available for resale, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate the services determined by such Order into this Agreement, effective on the date ordered by a Commission. When a state Commission, through a decision in arbitration, identifies services that must be available for resale at wholesale discount rates, such decision shall be deemed adjusted in a specified relationship to have defined that such services are generally available to Resellers in that state. If a state Commission establishes wholesale discount rates and Other Resale Charges to be made generally available to Resellers or establishes a resale tariff, the Parties agree that they will, on a state-by-state basis, revise Appendix A to incorporate such wholesale discount rates and/or Other Resale Charges into this Agreement effective on the date ordered by a CommissionQuantities actually transported); provided, however, that USWC shall have a reasonable time to implement system or other changes necessary to xxxx the Commission ordered rates or charges. The rates for those resold services initially included in the wholesale pricing arrangement under this Agreement any such discounted rate set forth above shall be subject to true-up between the Maximum Rate and Minimum Rate applicable to the wholesale discount rates established by a Commission Order making such rates generally available to Resellers or established by a resale tariff, retroactively to the effective date of service provided under this Agreement. Any true-up discount shall be effective only on a service-by-service prospective basis if wholesale discount rates are established by a Commission on such a basis. Services excluded from the wholesale pricing arrangement under this Agreement as identified in Appendix A, shall be made available on a going forward basis from the date of a Commission Order that orders such services be made generally available to any Reseller in the state where such a Commission Order is issued. Such services shall be available at the discount rate applicable to basic exchange business service identified in Appendix A; provided, however, that when a Commission Order establishes wholesale discount rates for such services as generally available to Resellers, Appendix A shall be revised to incorporate the wholesale discount rates generally available to Resellers. If a state Commission fails to issue such an Order or make effective such a tariff by the end of the first year of this Agreement, either USWC or ACI may elect to renegotiate this Section of the Agreement. 11.5.2 If the resold services are purchased pursuant to Tariffs and the Tariff rates change, charges billed to ACI for such services will be based upon the new Tariff rates less the applicable wholesale discount as agreed to herein or established by resale Tariff. The new rate will be effective upon the Tariff effective date. 11.5.3 A Customer Transfer Charge (CTC) as specified in Appendix A applies when transferring any existing account or lines the written agreement between Trunkline and Shipper. From time to ACItime Shipper and Trunkline may agree to a Negotiated Rate for a specified term for service hereunder. Tariffed, non-recurring charges will apply to new installations. 11.5.4 A Subscriber Line Charge (SLC) will continue to be paid by ACI without discount for each local exchange line resold under this Agreement. All federal Provisions governing such Negotiated Rate and state rules and regulations associated with SLC as found in the applicable tariffs also apply. 11.5.5 ACI will pay to USWC the PIC change charge without discount associated with ACI end user changes of inter-exchange or intraLATA carriers. 11.5.6 ACI agrees to pay USWC when its end user activates any services or features that are billed on a per use or per activation basis subject to the applicable discount in Appendix A as such may be amended pursuant to Section 11.5.1 above (e.g., continuous redial, last call return, call back calling, call trace, etc.). 11.5.7 Resold services are available only where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities; provided however, that any loop facilities serving Co-Provider's end-user(s) at the time of the end-user(s) switch to Co-Provider term shall be considered "existing" and "capable" set forth on Exhibit C to allow Co-Provider to offer resold services to that end-user(s). However, if ACI requests that facilities be constructed or enhanced to provide resold services, USWC will review such requests on a case-by-case basis and determine, in its sole discretion, if it is economically feasible for USWC to build or enhance facilities. If USWC decides to build or enhance the requested facilities, USWC will develop and provide to ACI a price quote for the construction. If the quote is accepted, ACI will be billed the quoted price and construction will commence after receipt of paymentthis service Agreement.