Common use of Transition for DS1 and DS3 Loops Clause in Contracts

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 and 2.3.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaCom’s Embedded Base during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaCom’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaCom’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaCom’s Embedded Base and (2) ITC^DeltaCom’s Excess DS1 and DS3 Loops. ITC^DeltaCom shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaCom's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.4. 11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom Nexus as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. For the state of South Carolina, during the Transition Period Nexus shall be entitled to order and BellSouth shall provision moves, changes and additions of and to DS1 and DS3 Loops that Nexus orders for the purpose of serving CLEC’s existing DS1 and DS3 End Users as of March 10, 2005, at such End Users’ new or existing physical locations, and such facilities shall be included in the Embedded Base. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom Nexus DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 2.2.6.2 and 2.3.12 2.2.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComNexus’s Embedded Base and Excess DS1 and DS3 loops during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaCom’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaCom’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaCom’s Embedded Base and (2) ITC^DeltaCom’s Excess DS1 and DS3 Loops. ITC^DeltaCom shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaCom's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.4. 11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.and

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom PBT as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. For the state of South Carolina, during the Transition Period PBT shall be entitled to order and BellSouth shall provision moves, changes and additions of and to DS1 and DS3 Loops that PBT orders for the purpose of serving CLEC’s existing DS1 and DS3 End Users as of March 10, 2005, at such End Users’ new or existing physical locations, and such facilities shall be included in the Embedded Base. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom PBT DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 2.2.6.2 and 2.3.12 2.2.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComPBT’s Embedded Base and Excess DS1 and DS3 loops during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaCom’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaCom’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaCom’s Embedded Base and (2) ITC^DeltaCom’s Excess DS1 and DS3 Loops. ITC^DeltaCom shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaCom's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.4. 11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.and

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom Midwestern as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. For the state of South Carolina, during the Transition Period Midwestern shall be entitled to order and BellSouth shall provision moves, changes and additions of and to DS1 and DS3 Loops that Midwestern orders for the purpose of serving CLEC’s existing DS1 and DS3 End Users as of March 10, 2005, at such End Users’ new or existing physical locations, and such facilities shall be included in the Embedded Base. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom Midwestern DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 2.2.6.2 and 2.3.12 2.2.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComMidwestern’s Embedded Base and Excess DS1 and DS3 loops during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaCom’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaCom’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaCom’s Embedded Base and (2) ITC^DeltaCom’s Excess DS1 and DS3 Loops. ITC^DeltaCom shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaCom's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.4. 11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.and

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom Covad as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom Covad DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 and 2.3.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth AT&T shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComCovad’s Embedded Base during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A The Master List of Unimpaired Wire Centers and AT&T’s List of Unimpaired Wire Centers as described in Section 1.8 sets forth the list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 1011, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site2005. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaComCovad’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaComCovad’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement.B. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaComCovad’s Embedded Base and (2) ITC^DeltaComCovad’s Excess DS1 and DS3 Loops. ITC^DeltaCom Covad shall not add new DS1 or DS3 loops Loops as described in this Section 2.1.4 for those wire centers that are designated pursuant to this Agreement, except pursuant to the self-certification process as non-impairedset forth in Section 1.8 of this Attachment and as set forth in Section 2.1.4.12 below. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section Sections 2.1.4.5.1 aboveand 2.1.4.5.2 below, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section Sections 2.1.4.5.1 and 2.1.4.5.2 abovebelow, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom Covad shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth AT&T services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom Covad fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10prior to December 9, 20062005, BellSouth AT&T will identify ITC^DeltaComCovad's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth AT&T service(s). Those circuits identified and transitioned by BellSouth AT&T pursuant to this Section 2.1.4. 11.1 2.1.4.11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth AT&T service as set forth in BellSouthAT&T's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the earlier of the date each circuit is converted or transitioned, as applicable, or March 11, 2006.

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom Southern Digital as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom Southern Digital DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 and 2.3.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComSouthern Digital’s Embedded Base during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaCom’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaCom’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaCom’s Embedded Base and (2) ITC^DeltaCom’s Excess DS1 and DS3 Loops. ITC^DeltaCom shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaCom's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.4. 11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.and

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom US South as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. For the state of South Carolina, during the Transition Period US South shall be entitled to order and BellSouth shall provision moves, changes and additions of and to DS1 and DS3 Loops that US South orders for the purpose of serving CLEC’s existing DS1 and DS3 End Users as of March 10, 2005, at such End Users’ new or existing physical locations, and such facilities shall be included in the Embedded Base. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom US South DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 2.2.6.2 and 2.3.12 2.2.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComUS South’s Embedded Base and Excess DS1 and DS3 loops during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaCom’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaCom’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaCom’s Embedded Base and (2) ITC^DeltaCom’s Excess DS1 and DS3 Loops. ITC^DeltaCom shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaCom's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.4. 11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.and

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom DeltaCom as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 2.1.4.6.2 or 2.1.4.5.2 2.1.4.6.3 below. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom DeltaCom DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 and 2.3.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 BellSouth shall not provide more than ten (10) unbundled DS1 Loops to DeltaCom at any single building in which DS1 Loops are available as unbundled loops. DeltaCom may obtain a maximum of a single Unbundled DS3 loop to any single building in which DS3 Loops are available as Unbundled Loops. 2.1.4.5 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 2.1.4.6 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComDeltaCom’s Embedded Base during the Transition Period: 2.1.4.5.1 2.1.4.6.1 For purposes of this Section 2, a fiber-based collocator is defined in 47 C.F.R. § 5.1.5. 2.1.4.6.2 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 2.1.4.6.3 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A 2.1.4.7 The Master List of Unimpaired Wire Centers as described in Section 1.9 sets forth the list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 2.1.4.6.2 and 2.1.4.5.2 2.1.4.6.3 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaCom’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaCom’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 111, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaCom’s Embedded Base and (2) ITC^DeltaCom’s Excess DS1 and DS3 Loops. ITC^DeltaCom shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaCom's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.4. 11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom BTI as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom BTI DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 and 2.3.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComBTI’s Embedded Base during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D C to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaComBTI’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaComBTI’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom BTI the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom BTI shall pay such amount according to payment processes set forth in Attachment 6 7 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaComBTI’s Embedded Base and (2) ITC^DeltaComBTI’s Excess DS1 and DS3 Loops. ITC^DeltaCom BTI shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-non- impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom BTI shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom BTI at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom BTI fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaComBTI's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.42.1. 11.1 4.11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom Starlink as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom Starlink DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 and 2.3.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComStarlink’s Embedded Base during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via available on BellSouth’s web 's Interconnection Web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaComStarlink’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaComStarlink’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement.B. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaComStarlink’s Embedded Base and (2) ITC^DeltaComStarlink’s Excess DS1 and DS3 Loops. ITC^DeltaCom Starlink shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated pursuant to this Agreement, except pursuant to the self-certification process as non-impairedset forth in Section 1.8 above and as set forth in Section 2.1.4.12 below. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom Starlink shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom Starlink fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10prior to December 9, 20062005, BellSouth will identify ITC^DeltaComStarlink's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.42.1. 11.1 4.11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the earlier of the date each circuit is converted or transitioned, as applicable, or March 11, 2006.

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom Level 3 as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. For the state of South Carolina, during the Transition Period Level 3 shall be entitled to order and BellSouth shall provision moves, changes and additions of and to DS1 and DS3 Loops that Level 3 orders for the purpose of serving CLEC’s existing DS1 and DS3 End Users as of March 10, 2005, at such End Users’ new or existing physical locations, and such facilities shall be included in the Embedded Base. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom Level 3 DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 2.2.6.2 and 2.3.12 2.2.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComLevel 3’s Embedded Base and Excess DS1 and DS3 loops during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaCom’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaCom’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaCom’s Embedded Base and (2) ITC^DeltaCom’s Excess DS1 and DS3 Loops. ITC^DeltaCom shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaCom's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.4. 11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.and

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom Covad as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom Covad DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 and 2.3.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth AT&T shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComXxxxx’s Embedded Base during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A The Master List of Unimpaired Wire Centers and AT&T’s List of Unimpaired Wire Centers as described in Section 1.8 sets forth the list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 1011, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site2005. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaComCovad’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaComCovad’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement.B. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaComCovad’s Embedded Base and (2) ITC^DeltaComCovad’s Excess DS1 and DS3 Loops. ITC^DeltaCom Covad shall not add new DS1 or DS3 loops Loops as described in this Section 2.1.4 for those wire centers that are designated pursuant to this Agreement, except pursuant to the self-certification process as non-impairedset forth in Section 1.8 of this Attachment and as set forth in Section 2.1.4.12 below. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section Sections 2.1.4.5.1 aboveand 2.1.4.5.2 below, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section Sections 2.1.4.5.1 and 2.1.4.5.2 abovebelow, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom Covad shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth AT&T services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom Covad fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10prior to December 9, 20062005, BellSouth AT&T will identify ITC^DeltaComCovad's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth AT&T service(s). Those circuits identified and transitioned by BellSouth AT&T pursuant to this Section 2.1.4. 11.1 2.1.4.11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth AT&T service as set forth in BellSouthAT&T's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the earlier of the date each circuit is converted or transitioned, as applicable, or March 11, 2006.

Transition for DS1 and DS3 Loops. 2.1.4.1 For purposes of this Section 2, the Transition Period for the Embedded Base of DS1 and DS3 Loops and for the Excess DS1 and DS3 Loops (defined in 2.1.4.3) is the twelve (12) month period beginning March 11, 2005 and ending March 10, 2006. 2.1.4.2 For purposes of this Section 2, Embedded Base means DS1 and DS3 Loops that were in service for ITC^DeltaCom Covad as of March 10, 2005 in those wire centers that, as of such date, met the criteria set forth in Sections 2.1.4.5.1 or 2.1.4.5.2 below. For the state of South Carolina, during the Transition Period Covad shall be entitled to order and BellSouth shall provision moves, changes and additions of and to DS1 and DS3 Loops that Covad orders for the purpose of serving CLEC’s existing DS1 and DS3 End Users as of March 10, 2005, at such End Users’ new or existing physical locations, and such facilities shall be included in the Embedded Base. Subsequent disconnects or loss of End Users shall be removed from the Embedded Base. 2.1.4.3 Excess DS1 and DS3 Loops are those ITC^DeltaCom Covad DS1 and DS3 Loops in service as of March 10, 2005, in excess of the caps set forth in Sections 2.3.6.2 2.2.6.2 and 2.3.12 2.2.12 below, respectively. Subsequent disconnects or loss of End Users shall be removed from Excess DS1 and DS3 Loops. 2.1.4.4 For purposes of this Section 2, a Business Line is defined in 47 C.F.R. § 51.5. 2.1.4.5 Notwithstanding anything to the contrary in this Agreement, and except as set forth in Section 2.1.4.12 below, BellSouth shall make available DS1 and DS3 Loops as described in this Section 2.1.4 only for ITC^DeltaComCovad’s Embedded Base and Excess DS1 and DS3 loops during the Transition Period: 2.1.4.5.1 DS1 Loops at any location within the service area of a wire center containing 60,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.5.2 DS3 Loops at any location within the service area of a wire center containing 38,000 or more Business Lines and four (4) or more fiber-based collocators. 2.1.4.6 A list of wire centers meeting the criteria set forth in Sections 2.1.4.5.1 and 2.1.4.5.2 above as of March 10, 2005 (Initial Wire Center List), is attached as Exhibit D to this Attachment or as modified by subsequent notification via BellSouth’s web site. 2.1.4.7 Notwithstanding the Effective Date of this Agreement, during the Transition Period, the rates for ITC^DeltaCom’s Embedded Base of DS1 and DS3 Loops and ITC^DeltaCom’s Excess DS1 and DS3 Loops described in this Section 2.1.4 shall be as set forth in Exhibit B. On or after December 1, 2005, BellSouth shall xxxx to ITC^DeltaCom the amount owed for the Embedded Base of DS1 and DS3 Loops and Excess DS1 and DS3 Loops for the period from March 11, 2005 to the Effective Date, and ITC^DeltaCom shall pay such amount according to payment processes set forth in Attachment 6 of this Agreement. 2.1.4.8 The Transition Period shall apply only to (1) ITC^DeltaCom’s Embedded Base and (2) ITC^DeltaCom’s Excess DS1 and DS3 Loops. ITC^DeltaCom shall not add new DS1 or DS3 loops as described in this Section 2.1.4 for those wire centers that are designated as non-impaired. 2.1.4.9 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.1 above, no future DS1 Loop unbundling will be required in that wire center. 2.1.4.10 Once a wire center exceeds both of the thresholds set forth in Section 2.1.4.5.2 above, no future DS3 Loop unbundling will be required in that wire center. 2.1.4.11 No later than December 9, 2005 ITC^DeltaCom shall submit spreadsheet(s) identifying all of the Embedded Base of circuits and Excess DS1 and DS3 Loops to be either disconnected or converted to other BellSouth services pursuant to Section 1.6 above. The Parties shall negotiate a project schedule for the Conversion of the Embedded Base and Excess DS1 and DS3 Loops. For circuits for which DeltaCom requests Conversion to tariffed wholesale services, BellSouth will not complete the Conversion until March 11, 2006, or later, and BellSouth will continue to xxxx ITC^DeltaCom at the transitional rates set forth in 2.1.4.7 until the circuit is converted to the tariffed wholesale service, which will occur on March 11, 2006, or later. 2.1.4.11.1 If ITC^DeltaCom fails to submit the spreadsheet(s) specified in Section 2.1.4.11 above for all of its Embedded Base and Excess DS1 and DS3 Loops on or before February 10, 2006, BellSouth will identify ITC^DeltaCom's remaining Embedded Base and Excess DS1 and DS3 Loops, if any, and will transition such circuits to the equivalent tariffed BellSouth service(s). Those circuits identified and transitioned by BellSouth pursuant to this Section 2.1.4. 11.1 shall be subject to all applicable disconnect charges as set forth in this Agreement and the full nonrecurring charges for installation of the equivalent tariffed BellSouth service as set forth in BellSouth's tariffs. 2.1.4.11.2 For Embedded Base circuits and Excess DS1 and DS3 Loops converted pursuant to Section 2.1.4.11 above or transitioned pursuant to Section 2.1.4.11.1 above, the applicable recurring tariff charge shall apply to each circuit as of the date each circuit is converted or transitioned, as applicable.and