Common use of Underutilization and Termination with Liability Clause in Contracts

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. Customer will receive a credit of $500, to be applied to Customer’s Fund account. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS REGIONAL CHECKBOOK – MONTHLY OPTION – 2 YEARS GENERAL INSTALLATION WAIVER PROMOTION Initial Term: 36 monthsmonths Commencing on the 2nd Amendment Effective Date, the Term will be extended for a period of 6 months following the expiration of the Ramp Period Initial Term. Commencing on the 9th Amendment Effective Date, the Initial Term will begin anew and continue for a period of 24 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this the Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this the Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment: Customer agrees to pay Company no less than $84,000 in Total Service Charges during each contract year. Commencing on the 3rd Amendment Effective DateDate and for the remainder of the Term, Customer’s new AVC will be $144,000 in Total Service Charges, or a pro rata portion thereof for any partial contract year. Commencing on the Term 9th Amendment Effective Date and for the remainder of the Term, Customer’s new AVC will start anew and continue be $160,000 in Total Service Charges, or a pro rata portion thereof for a period of 24 monthsany partial contract year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, the Customer's Total Service Charges do not meet or exceed the AVC, then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and the Customer's Total Service Charges during that Contract Year. If, in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid usage and other charges incurred under this Agreement, and (b) an “Underutilization Charge” equal to an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by the Customer. PromotionsCredits: One Time Credit: Customer will receive a usage credit equal to $2,142.00, plus applicable Taxes and Governmental Charges, to be applied against the Customer’s designated Service Charges incurred for Interstate and International Services and any other Services mutually agreeable by Company and Customer. Monitoring Condition: In order to receive the Usage Credit, Customer must maintain at least 1 DS1 U.S. Private Line circuits originating and terminating at 1 CLLI code location mutually agreeable by Company and Customer, for the period of 1 year following the Amendment Effective Date. If Customer fails to satisfy the condition, Company reserves the right to rescind the Usage Credit, which Xxxxxxxx agrees to execute, and Xxxxxxxx agrees to repayment to Company the $2,142.00 Usage Credit. Customer will receive one credit equal to $5,000, applied against Customer's designated Service Charges incurred for Interstate and International Services and any other Services mutually agreeable by Company and Customer. Customer will receive one-time credit equal to $15,000.00, to be applied against the Customer’s designated Service Charges incurred for Interstate and International Services and any other Services mutually agreeable by Company and Customer. Checkbook Credit: The Customer is eligible for will receive a checkbook Promotion Credit being equal to $35,000.00. The Customer acknowledges that posting of these credits will satisfy the following promotions as set forth in Company’s obligations under the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”)Checkbook Promotion provision. During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.Waivers:

Underutilization and Termination with Liability. If, in any Contract Year or portion thereof during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, AVC or pro rata portion then Customer Customer’s shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC or (pro rata portion) and Customer's Total Service Charges during that Contract YearYear of portion thereof. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL DIGITAL T1 ACCESS REGIONAL CHECKBOOK 2004-2 YEAR (CREDIT OPTION) INSTALL WAVIERWAIVER-DOMESTIC PRIVATE LINE ON THE NETWORK V III LIT BUILDING ACCESS PROMOTION Term and Renewal Options: The term is 24 months (“Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement ”). The agreement will be automatically extended (“Extension Term”) on a month-to-month basis upon expiration of the Initial Term, unless either party terminates this Agreement upon has delivered written notice of its intent to terminate the agreement at least sixty (60) 60 days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL WAIVER – DIGITIAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS CONFERENCE SAVER PROMOTION Initial Term: 12 months Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 12 months. Commencing on the 5th Amendment Effective Date, the Term will start anew and continue for a period of 12 months. Commencing on the 6th Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Commencing on the 8th Amendment Effective Date, following the expiration Term will start anew and continue for a period of 36 months. Commencing on the Ramp Period 11th Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this provides written notice to terminate Agreement upon at least sixty (60) 60 days written notice prior to the end of the Initial this Term (“Extended Term”). During Minimum Volume Commitment (“AVC”): Customer agrees to pay Company no less than $240,000 in Total Service Charges during each contract year of the Extended Initial Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd 5th Amendment Effective Date, Customer’s AVC will be $3,500,000 in Total Service Charges during each contract year, or a pro rata portion thereof for any partial contract year. Commencing on the 6th Amendment Effective Date, Customer’s AVC requirement (set forth above) is replaced with a TVC requirement (set forth below): Commencing on the 6th Amendment Effective Date and in lieu of the AVC commitment, Customer agrees to pay Company $1,500,000 in Total Service Charges during the remaining 24 month Term will start anew and continue for a (“TVC”). During each monthly billing period of 24 monthsthe Extended Term (if any), Customer’s Total Service Charges must equal or exceed 1/24th of the TVC (“Extended Term Monthly Minimum”). Commencing on the 11th Amendment Effective Date and in lieu of the AVC commitment, Customer agrees to pay Company $12,000,000 in Total Service Charges during the Initial Term of the Agreement (“TVC”). During each monthly billing period of the Extended Term (if any), Customer’s Total Service Charges must equal or exceed 1/36th of the TVC. Commencing on the 14th Amendment Effective Date and in lieu of the AVC commitment, Customer agrees to pay Company $14,000,000 in Total Service Charges during the Initial Term of the Agreement (“TVC”).

Underutilization and Termination with Liability. If, in any Contract Year during upon conclusion of the Initial Term, Customer's Total Service Charges do not meet or exceed are less than the AVCTerm Volume Commitment, then Customer shall will pay: (1) all accrued but unpaid Total Service Charges and other charges incurred by Customer; and (2) an underutilization charge (which Customer hereby agrees is reasonable) equal to the difference between Customer's Total Service Charges during the Initial Term and the Term Volume Commitment. Upon the conclusion of each Contract Year of the Renewal Term, if Customer’s Total Service Charges are less than the Renewal Term Commitment for that Contract Year, then Customer will pay: (1) all accrued by unpaid Total Service Charges and other charges incurrent by Customer, and (2) an underutilization charge (which Customer hereby agrees is reasonable) equal to the different between Customer’s Total Service Charges during that Contract Year and the Renewal Term Commitment. If Customer terminates this Agreement during the Term other for Cause or (2) Verizon terminates the Agreement in accordance with subparts (c), (f), or (g) of the Service Schedule Two, Customer wiII pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons and other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus ; (iib) an amount (which Customer hereby agrees is reasonable) equal to 25% eighty percent (80%) of the unsatisfied AVC aggregate of the Term Volume Commitment or Renewal Term Commitment as applicable that would have been applicable for the remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata unexpired portion of the Term on the date of such termination (c) any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth hereunder, unless otherwise, in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 monthsfull, following the expiration without setoff or deduction specified (exclusive of the Ramp Period Upon expiration of Interstate Service Credits, if any); plus (d) the Termaggregate termination charges, the Agreement will be automatically extended on a month-to-month basis unless either payable to any third party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Termsuppliers, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Dateif any, the Term will start anew and continue for a period of 24 monthswhich Verizon is or becomes contractually liable in connection with such termination.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective DateMinimum Annual Volume Commitment (“AVC”): $400,000.00 in Total Service Charges Total Service Charges” means all charges, the Term will start anew after application of all discounts and continue credits, incurred by Customer for a period Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of 24 monthsgoods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period 12 months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective DateMinimum Annual Volume Commitment (“AVC”): $18,000.00 in Total Service Charges Total Service Charges” means all charges, the Term will start anew after application of all discounts and continue credits, incurred by Customer for a period Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of 24 monthsgoods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months Commencing on the 2nd Amendment Effective Date, the Schedule F Term will start anew and continue for a period of 36 months. Commencing on the 18th Amendment Effective Date, following the expiration Schedule F Term will start anew and continue for a period of the Ramp Period 12 months. Upon expiration of the Schedule F Term, the Agreement Schedule F Term will be automatically extended on a month-to-month basis unless either party terminates this the Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. PromotionsCustomer will receive a credit equal to $130,000.00 and a second credit equal to $120,000.00, to be applied against Customer’s designated Services Charges incurred for Interstate and International Services and any other services mutually agreed by Company and Customer. Fund Deposit: The Customer is eligible for the following promotions as set forth in the Guidewill receive a credit of $60,000.00, to be applied to Customer’s Fund account. Achievement Credits: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 monthsIf during any contract year, following the expiration Customer's annual Total Service Charges equal one of the Ramp Period Upon expiration of levels below, Customer shall receive the Term, the Agreement corresponding Achievement Credits. The Achievement Credit will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior applied against Customer's designated Total Service Charges incurred for Interstate and International services and any other services mutually agreeable by the Company and Customer. Award of Achievement Credit: Customer will receive an Achievement Credit equal to the end of the Initial Term (“Extended Term”). During the Extended Term$50,000.00, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Dateplus Taxes and Governmental Charges, the Term will start anew to be applied against Customer’s Interstate and continue for a period of 24 monthsInternational Total Service Charges.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2575% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 2575% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. PromotionsCustomer will receive three (3) credits equal to $32,832.00, to be applied against the Customer's designated Service Charges incurred for Ethernet Access and any other services mutually agreeable by the Company and the Customer. Provided that Customer executes and delivers the Agreement to Company no later than an agreed upon date, Customer shall receive a credit equal to $10,000.00, to be applied against the Customer’s designated Service Charges incurred for Interstate and International Services and any other Services mutually agreeable by Company and Customer. Waivers: The Customer is eligible Installation Waiver: Company will waive the one-time installation charges associated with the implementation of Services within the 48 contiguous States of the U.S. provided under this Agreement except for the following promotions as set forth in the Guideservices: INSTALL WAIVER(i) eDSL, (ii) VPN, (iii) Internet Dedicated OC3, OC12, OC48, Gig-DIGTAL T1 ACCESS INSTALL WAVIERE, (iv) PTT / third party services (including International Access and Company International), (v) Data Center, (vi) Paging, (vii) Managed Services, (viii) CPE, (ix) Enhanced Call Routing, (x) Local Disaster Recovery, (xi) Audio, Video and Net Conferencing, (xii) Voice over IP Services, (xiii) Security Services, (xiv) Non-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 monthsListing/Non-Published Service, following the expiration of the Ramp Period Upon expiration of the Term(xv) Telecommunications Service Priority, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty and (60xvi) days written notice prior to the end of the Initial Term Services provided by Company incumbent local exchange carriers (“Extended TermILECs”) or by Cellco Partnership and its affiliates d/b/a Company Wireless. Usage charges, monthly recurring charges, expedite charges, change charges, surcharges, charges for an unlisted or non-published number, any charges imposed by third parties (including access, egress, jack, or wiring charges), taxes or tax-like surcharges, or other Governmental Charges will not be waived. During the Extended Term, either party may terminate this Agreement upon at least sixty Toll Free Waiver: Company will waive Customer’s monthly recurring charges for Time-of-Day/Time-of-Interval Routing; Cross Corporate Identification Routing (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 monthsCCID); Day-of-Week Routing; Exchange Routing; Geographic/Point-of-Call Routing; Percentage Allocation Routing per Toll Free Number.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective DateMinimum Annual Volume Commitment (“AVC”): $48,000.00 in Total Service Charges Total Service Charges” means all charges, the Term will start anew after application of all discounts and continue credits, incurred by Customer for a Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of 24 monthsthe Extended Term, Customer’s Total Service Charges must equal or exceed one-twelfth (1/12) of the AVC.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective DateMinimum Annual Volume Commitment (“AVC”): $84,000.00 in Total Service Charges Total Service Charges” means all charges, the Term will start anew after application of all discounts and continue credits, incurred by Customer for a Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of 24 months.the Extended Term, Customer’s Total Service Charges must equal or exceed one-twelfth (1/12) of the AVC. Data:

Underutilization and Termination with Liability. If, in any Contract Year during the Term, If Customer's Total Service Charges do not meet or exceed reach the AVCAVC in any Contract Year during the Initial Term, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and unmet AVC. If Customer's Total Service Charges do not reach the AVC in any Contract Year during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than because the Agreement is terminated early by the Customer without Cause or by Company with Cause; or (b) Company terminates this Agreement for Cause then , Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) shall pay an amount “Early Termination Charge” equal to 25% of the unsatisfied unmet AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. PromotionsPromotion: The Customer is eligible for the following promotions promotion as set forth in the Guide: INSTALL WAIVER-DIGTAL Install Waiver – Digital T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Access Initial Term: 36 months, following the expiration of the Ramp Period 32 months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on Minimum Annual Volume Commitment (“AVC”): Customer agrees to pay Company no less than the 3rd Amendment Effective Datefollowing in Total Service Charges during each Contract Year (“the AVC”): Total Service Charges means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of the Extended Term, Customer’s Total Service Charges must equal or exceed one-twelfth (1/12) of the AVC. Data: In lieu of any other rates and discounts, the Term Customer will start anew pay a fixed monthly recurring local loop charge of $300 for DS1 Access Service. In lieu of any other rates and continue discounts, the Customer will pay a fixed monthly recurring charge of $300 for DS3 M13 Functionality. In lieu of any other rates and discounts, the Customer will pay monthly recurring Network Connection Charges ranging from $0.00 to $825.00 for DS0, DS1 and DS3 Access Service. In lieu of any other rates and discounts, the Customer will pay fixed monthly recurring per-circuit local loop charges ranging from $100 to $500 for DS1 and DS3 Access circuits at 16 CLLI codes mutually agreed upon by the Customer and the Company. The Customer must maintain DS3 Access Service in a period Company lit building at 1 CLLI codes mutually agreed upon by the Customer and the Company. If Customer fails to maintain DS3 Access Service at the Company lit building, the Company reserves the right to charge the Customer standard rates for DS3 Access Service. Private Line TDS 1.5: In lieu of 24 monthsany other rates or discounts, the Customer will pay $1.20 per TDS 1.5 mile. A $350 minimum circuit charge applies.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, If Customer's Total Service Charges do not meet or exceed reach the AVC, then in any contract year during the Initial Term, Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Yearunmet AVC. If: (a) Customer terminates this the Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this the Agreement for Cause then Customer will pay, pay within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) termination an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, Term plus (iii) a pro rata portion of any and all credits received by Customer. Local Service – CLEC Credit Based on Local Usage: Customer will receive a credits ranging from 25% to 29% multiplied times Customer’s Tariffed usage charges and MRCs for Local Service and Local and Long Distance Service Bundles under this Service Attachment excluding EUCL charges, Operator Service Charges and Directory Assistance. The resulting dollar amount of the credit will be applied to Customer's Total Service Charges (plus equipment charges), excluding charges for intrastate telecommunications service. This credit will be reflected on Customer’s invoice, adjustment memo or other billing document within two billing cycles after the billing cycle on which it is based. Notwithstanding the foregoing, in no event may the amount of such credit exceed Customer's Total Service Charges (plus equipment charges) – excluding charges for intrastate telecommunications service – for the monthly billing period in which that credit is to be applied Except as otherwise set forth in a Service Attachment, Customer agrees to pay all the Company charges (except Disputed amounts, as defined below) within 60 days of Customer’s receipt of the invoice. Payments must be made at the address designated on the invoice or other such place as the Company may designate. Amounts not paid or Disputed on or before thirty (30) days from Customer’s receipt of the invoice shall be considered past due, and Customer agrees to pay a late payment charge equal to the lesser of: (a) 1.5% per month, or (b) the amount indicated in a Service Attachment, or (c) the maximum amount allowed by applicable law, as applied against the past due amounts. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.General Installation Waiver Promotion – v 5.0

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial REGIONAL CHECKBOOK-MONTHLY OPTION- 2 YEARS Term: 36 months, following the expiration of the Ramp Period months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing The Ramp Period shall begin on the 3rd Amendment Effective Date, the Term will start anew Date and continue for a period of 24 monthssix (6) months following the Effective Date. Commencing with the Effective Date and at all times during the Ramp Period thereafter, Customer will receive the rates, discounts, charges and credits set forth herein and will not be subject to the AVC. Minimum Annual Volume Commitment (“AVC”): $600,000.00 in Total Service Charges Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes (defined above); (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Verizon ILEC services (d) Verizon Wireless charges, (e) charges incurred for goods or services where Verizon acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Verizon (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of the Extended Term, Customer’s Total Service Charges must equal or exceed one-twelfth (1/12) of the AVC.

Underutilization and Termination with Liability. If, in any Contract Year If during the Initial Term, the Customer's ’s Total Service Charges do not meet or exceed the AVCTVC, then Customer shall pay as its sole liability for failure to meet the TVC during the Initial Term: (a) all accrued but unpaid charges (except for Disputed amounts) incurred under this Agreement; and (b) an “Underutilization Charge” in an amount equal to twenty-five percent (25%) of the difference between the TVC and Customer’s Total Service Charges during the Initial Term. In addition, if during the First Extended Term, Customer’s Total Service Charges do not meet or exceed the Extended Term Volume Commitment, then Customer shall pay: (a) all accrued but unpaid charges under this Agreement; and (b) an “Underutilization Charge” in an amount equal to twenty-five percent (25%) of the difference between the Extended Term Volume Commitment and Customer’s Total Service Charges during the First Extended Term. If during the Second Extended Term, Customer’s Total Service Charges do not meet or exceed the Extended Term Volume Commitment, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "“Underutilization Charge" ” in an amount equal to twenty-five percent (25% %) of the difference between the AVC Second Extended Term Volume Commitment and Customer's ’s Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Second Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.

Underutilization and Termination with Liability. If, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If, in any monthly billing period during the Extended Term, Customer's Total Service Charges do not meet or exceed 1/12 of the AVC then Customer shall pay: (a) all accrued but unpaid usage and other charges incurred under this Agreement, and (b) an "Underutilization Charge" equal to 25% of the difference between 1/12 of the AVC and Customer's Total Service Charges during such monthly billing period. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause pursuant to the Section entitled “Termination,” then Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Installation Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. months Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Commencing on the 9th Amendment Effective Date, the Term will start anew and continue for a period of 24 months. Commencing on the 11th Amendment Effective Date, the Term will start anew and continue for a period of 24 months. Commencing on the 12th Amendment Effective Date, the Term will start anew and continue for a period of 24 months.

Underutilization and Termination with Liability. If, in any Contract Year If during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVCTVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2575% of the difference between the AVC TVC and Customer's Total Service Charges during that Contract Yearthe Initial Term. If, in any monthly billing period during the Extended Term, Customer's Total Service Charges do not meet or exceed 1/36th of the TVC then Customer shall pay: (a) all accrued but unpaid usage and other charges incurred under this Agreement, and (b) an "Underutilization Charge" equal to 75% of the difference between 1/36th of the TVC and Customer's Total Service Charges during such monthly billing period. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause pursuant to the Section entitled “Termination,” then Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the TermTVC remaining, plus (iii) a pro rata portion of any and all credits received by CustomerCustomer (other than billing adjustment credits, if any, refunds for overcharges or credits, or reimbursements for service level failures). PromotionsOption: The 101863403 Rev Feb 13 Amendment 1 Company Name: PDT PARTNERS Contract ID of Main/Original Agreement: 101863403 Contract ID of Amendment: A0820703 Amendment Number: 2 Customer is eligible for the following promotions as set forth in the GuideSignature Date of Main Agreement: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION 12/27/2012 Customer Signature Date of Amendment: 04/02/2013 Type of Agreement: WSA Date: 04/05/2013 Drafter’s Name: Xxxxx Xxxxxx Initial Term: 36 months12 months These Global Terms are binding on Customer Signatory upon the Commencement Date and on the Company Signatory upon its execution of these Global Terms and shall continue in force for the Global Agreement Period of one (1) year, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended and thereafter on a month-to-month basis basis, unless either party terminates this Agreement upon at least sixty (60) days written notice prior and until terminated in accordance with the Termination and Suspension clause below. Annual Volume Commitment: Customer agrees to pay Company no less than $240,000 in Contributing Charges in each Contract Year, which is the end of annual volume commitment or “AVC” Customer will pay Company $240,000 in Contributing Charges in each Contract Year, which is the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue AVC” for a period of 24 months1 Contract Year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVERWAVIER-DIGTAL DIGITAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective DateMinimum Annual Volume Commitment (“AVC”): $3,000.00 in Total Service Charges Total Service Charges” means all charges, the Term will start anew after application of all discounts and continue credits, incurred by Customer for a period Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of 24 monthsgoods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. PromotionsOne-Time Credits: The Customer will receive a $20,000 credit applied against ALL Customer’s Service Charges incurred for Interstate and International Services and any other Services agreed upon by the Customer and the Company. Customer will receive two credits each equal to $3,500 applied against Customer's designated Service Charges incurred for Interstate Services and International Services and any other services mutually agreed upon by the Customer and the Company. The Customer will receive a $80,000 credit applied against ALL Customer’s Service Charges incurred for Interstate and International Services and any other Services agreed upon by the Customer and the Company. Local Service – CLEC Credit Based on Local Usage: Customer will receive a credit equal to 30% multiplied times Customer’s Tariffed usage charges and MRCs for Local Service and Local and Long Distance Service Bundles under this Service Attachment excluding EUCL charges, Operator Service Charges and Directory Assistance. The resulting dollar amount of the credit will be applied to Customer's Total Service Charges (plus equipment charges), excluding charges for intrastate telecommunications service. This credit will be reflected on Customer’s invoice, adjustment memo or other billing document within two billing cycles after the billing cycle on which it is eligible based. Notwithstanding the foregoing, in no event may the amount of such credit exceed Customer's Total Service Charges (plus equipment charges) – excluding charges for intrastate telecommunications service – for the following promotions as set forth monthly billing period in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will which that credit is to be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”)applied. During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 monthsWaivers.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, the Customer's Total Service Charges do not meet or exceed the AVC, then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and the Customer's Total Service Charges during that the Contract Year. If: If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates the Agreement for Cause then the Customer will pay, within 30 days after such termination: (i) all accrued but unpaid charges incurred through the date off such termination, plus (ii) an amount equal to the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the term, plus (iii) a pro rata portion of any and all credits received by the Customer. If during the Term Extension, Customer’s Total Service Charges do not meet or exceed the TEVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under the Agreement, and (b) an “Underutilization Charge” in an amount equal to the difference between the TEVC and Customer’s Total Service Charges during the Term Extension. If: (a) Customer terminates this Agreement before the end of the Term Extension, for reasons other than Cause; or (b) Company terminates this Agreement for Cause Cause, then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC TEVC remaining during the year of termination, and for each subsequent Contract Year remaining in the TermTerm Extension, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.

Underutilization and Termination with Liability. IfIf Customer's Total Service Charges do not reach the AVC, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 25% of the difference between the AVC and unmet AVC. If Customer's ’s Total Service Charges during that do not reach the AVC in any Contract Year. If: (a) Year because the Agreement is terminated early by Customer terminates this Agreement before without Cause or by the end Company with Cause, Customer shall pay an “Early Termination Charge” equal to 25% of the Term for reasons other than Cause; or unmet AVC plus a pro rata portion of any credits received by Customer. Except as otherwise set forth in a Service Attachment, Xxxxxxxx agrees to pay all Company charges (bexcept Disputed amounts, as defined below) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after of Customer’s receipt of the invoice. Payments must be made at the address designated on the invoice or other such terminationplace as Company may designate. Amounts not paid or Disputed on or before thirty (30) days from Customer’s receipt of the invoice shall be considered past due, and Customer agrees to pay a late payment charge equal to the lesser of: (ia) all accrued but unpaid charges incurred through one-half percent (1.5%) per month, or (b) the date of such terminationamount indicated in a Service Attachment, plus or (iic) an the maximum amount equal to 25% of allowed by applicable law, as applied against the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customerpast due amounts. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $12,000.00 in Total Service Charges Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of the Extended Term, Customer’s Total Service Charges must equal or exceed one-twelfth (1/12) of the AVC. Commencing on the 3rd Second Amendment Effective Date, the Term Customer’s minimum AVC will start anew and continue be $120,000 in Total Service Charges, or a pro rata portion thereof for a period of 24 monthsany partial Contract Year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL WAIVER – DIGITAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term and Renewal Options: The term is 60 months (Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During Provided that the Extended TermCustomer is in compliance with its obligations under the agreement, either party may terminate this Agreement upon at the Customer's written request at least sixty (60) days prior written notice. Commencing on to the 3rd Amendment Effective Dateend of the Term, following the expiration of the Term, the Term Customer may continue to receive services at the rates and discounts provided herein for up to four (4) months (the "Ramp Down Period"). During the Ramp Down Period, the terms and conditions of this agreement will start anew apply except that (i) the MVR will not apply, and continue for a (ii) the Company may reduce the reporting, service level agreements and account team support to the standard levels available in the Guide or Tariffs. Minimum Annual Volume Commitment (“MVR”): The Customer will pay the Company no less than $3,750,000 in service usage charges during each annual period of 24 monthsthe Term.

Underutilization and Termination with Liability. If, in any Contract Year during the Initial Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that such Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid usage and other charges incurred under this Agreement, and (b) an “Underutilization Charge” equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before during the end of the Initial Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year (and a pro rata portion thereof for any partial Contract Year) remaining in the Term, unexpired portion of the Initial Term on the date of such termination plus (iiiii) a pro rata portion of any and all installation waive credits, sign-up credits, or up front credits received by Customerprovided to Customer under this Agreement. PromotionsOne-Time Credit: The Provided that Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, executes and delivers the Agreement to Company no later than an agreed upon date, Customer shall receive a credit equal to $5,000, which will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”)applied against Customer's Interstate Total Service Charges. During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.Waiver(s):

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE REGIONAL CHECKBOOK 2004 (FUND OPTION) COMPANY BUSINESS SERVICES BILLING GUARANTEE ON THE NETWORK V IV LIT BUILDING ACCESS PROMOTION Initial INTRALATA PIC FEE CREDIT PROMOTION INTERLATA LONG DISTANCE PIC FEE CREDIT PROMOTION LD VOICE-INTERSTATE 1-30 PROMOTION (1 YEAR TERM) Term: 36 months, months following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25100% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 100% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Usage Credits. Customer is eligible for the following promotions as set forth will receive two credits each equal to $35,000 to be applied in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months6th, following the expiration of the Ramp Period Upon expiration and 18th month of the Term, applied against Customer's designated Service Charges incurred for Interstate Services Waiver: Installation Waiver: Company will waive the Agreement will be automatically extended on a monthone-to-month basis unless either party terminates time installation charges associated with the implementation of Services within the 48 contiguous States of the U.S. provided under this Agreement except for ECR Service, usage charges, monthly recurring charges, expedite charges, change charges, surcharges, charges for an unlisted or non-published number, any charges imposed by third parties (including access, egress, jack, or wiring charges), taxes or tax-like surcharges, or other Governmental Charges will not be waived. Network Connection Waiver. The Company will waive the monthly recurring Network Connection Charge. Paper Media Charge Waiver. The Company will waive the paper media charge. LD VOICE – INTERSTATE I-30 PROMOTION (2 YEAR TERM) Term and Renewal Options: The "Initial Term" begins on the Effective Date and ends upon at least sixty the completion of thirty-six (6036) months following the Second Amendment Effective Date. Customer shall have the right upon written notice not later than thirty (30) days written notice prior to the end expiration of the Initial Term (or the first Extended Period, as applicable) to extend the Agreement and some or all of the Services hereunder for two (2) additional six (6) month periods (each an “Extended Period”, and collectively, the “Extended Term”). During ; together with the Extended Initial Term, either party the “Term”) at the rates, fees and charges applicable to Customer hereunder. Service-specific terms are set forth in the Service Attachments. Any service-specific term commitments that extend beyond the Term will continue after the end of the Term, and commitments made during the Term survive the Agreement. The terms of this Agreement will continue to apply during such service-specific terms that extend beyond the Term. Notwithstanding anything in this Agreement to the contrary, Customer may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on notice without liability to Company for any Underutilization Charges or Early Termination Charges upon Customer expending Twenty Million Dollars ($20,000,000.00) in Total Service Charges during this Agreement’s Term (the 3rd Amendment Effective Date“Total Term Commitment”); provided, however, that in the Term will start anew and continue for a period event of 24 monthstermination in accordance with the foregoing, Customer shall pay, within thirty (30) days after such termination, all accrued but unpaid charges incurred through the date of such termination.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2550% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): Customer agrees to pay Company no less than $84,000.00 in Total Service Charges during each Contract Year. During each monthly billing period of the Extended Term, the Customer’s Total Service Charges must equal or exceed one-twelfth (1/12) of the AVC. Commencing on the 3rd 2nd Amendment Effective DateDate and for the remainder of the Term, the Term Xxxxxxxx’s new AVC will start anew and continue be as follows in Total Service Charges, or a pro rata portion thereof for a period of 24 months.any partial contract year: Contract Year 1 - $84,000 Contract Year 2 - $152,000 Contract Year 3 - $200,000

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVERWAVIER-DIGTAL DIGITAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period 24 months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective DateMinimum Annual Volume Commitment (“AVC”): $100,000.00 in Total Service Charges Total Service Charges” means all charges, the Term will start anew after application of all discounts and continue credits, incurred by Customer for a period Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of 24 monthsgoods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective DateMinimum Annual Volume Commitment (“AVC”): $80,000.00 in Total Service Charges Total Service Charges” means all charges, the Term will start anew after application of all discounts and continue credits, incurred by Customer for a period Services provided under this Agreement, specifically excluding: (a) Taxes; (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of 24 monthsgoods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 25% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. PromotionsCustomer will receive two credits each equal to $3,500 applied against Customer's designated Service Charges incurred for Interstate Services and International Services and any other services mutually agreed upon by the Customer and the Company. Customer will receive a credit equal to $25,254.90 to be applied against Customer's designated Service Charges incurred for Interstate Services and International Services. Local Service – CLEC Credit Based on Local Usage: Customer will receive a credit equal to 30% multiplied times Customer’s Tariffed usage charges and MRCs for Local Service and Local and Long Distance Service Bundles under this Service Attachment excluding EUCL charges, Operator Service Charges and Directory Assistance. The Customer resulting dollar amount of the credit will be applied to Customer's Total Service Charges (plus equipment charges), excluding charges for intrastate telecommunications service. This credit will be reflected on Customer’s invoice, adjustment memo or other billing document within two billing cycles after the billing cycle on which it is eligible based. Notwithstanding the foregoing, in no event may the amount of such credit exceed Customer's Total Service Charges (plus equipment charges) – excluding charges for intrastate telecommunications service – for the following promotions as set forth monthly billing period in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will which that credit is to be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 monthsapplied.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2550% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months12 months Commencing on the 2nd Amendment Effective Date, the Term will be extended for a period of 24 months following the expiration of the Ramp Period Initial Term. Commencing on the 5th Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this the Agreement upon at least sixty thirty (6030) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this the Agreement upon at least sixty thirty (6030) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $150,000 in Total Service Charges (“AVC”) during each contract year of the Term. Commencing on the 3rd 5th Amendment Effective DateDate and for the remainder of the Term, the Term Customer’s new AVC will start anew and continue be $1,500,000 in Total Service Charges, or a pro rata portion thereof for a period of 24 monthsany partial contract year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, If Customer's Total Service Charges do not meet or exceed reach the AVC, then in any contract year during the Initial Term; Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) pay an "“Underutilization Charge" in an amount ” equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Yearunmet AVC. If: (a) Customer terminates this the Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this the Agreement for Cause then Customer will pay, pay within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) termination an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, Term plus (iii) a pro rata portion of any and all credits received by Customer. Local Service – CLEC Credit Based on Local Usage: Customer will receive a credits ranging from 25% to 29% multiplied times Customer’s Tariffed usage charges and MRCs for Local Service and Local and Long Distance Service Bundles under this Service Attachment excluding EUCL charges, Operator Service Charges and Directory Assistance. The resulting dollar amount of the credit will be applied to Customer's Total Service Charges (plus equipment charges), excluding charges for intrastate telecommunications service. This credit will be reflected on Customer’s invoice, adjustment memo or other billing document within two billing cycles after the billing cycle on which it is based. Notwithstanding the foregoing, in no event may the amount of such credit exceed Customer's Total Service Charges (plus equipment charges) – excluding charges for intrastate telecommunications service – for the monthly billing period in which that credit is to be applied Except as otherwise set forth in a Service Attachment, Customer agrees to pay all the Company charges (except Disputed amounts, as defined below) within 60 days of Customer’s receipt of the invoice. Payments must be made at the address designated on the invoice or other such place as the Company may designate. Amounts not paid or Disputed on or before thirty (30) days from Customer’s receipt of the invoice shall be considered past due, and Customer agrees to pay a late payment charge equal to the lesser of: (a) 1.5% per month, or (b) the amount indicated in a Service Attachment, or (c) the maximum amount allowed by applicable law, as applied against the past due amounts. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.General Installation Waiver Promotion – v 5.0

Underutilization and Termination with Liability. If, in any Contract Year during the Term, If Customer's Total Service Charges do not meet or exceed reach the AVC, then in any contract year during the Initial Term; Customer shall pay: pay an “Underutilization Charge” equal to 50% of the unmet AVC. If (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of Customer’s terminates the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement agreement before the end of the Term for reasons other than Cause; Cause or (b) Company terminates this the Agreement for Cause then Customer will pay, pay within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an and amount equal to 25% of 50%of the unsatisfied AVC remaining during the year of termination, termination and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. PromotionsOne Time Credits: The Signing Credit: Customer is eligible for the following promotions as set forth will receive a credit equal to $20,000.00 plus applicable Taxes and Governmental Charges ("Signing Credit"), which will be applied against Customer’s Total Service Charges in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 monthssecond (2nd) month following this Agreement's Effective Date. Notwithstanding any other provision to the contrary in the Agreement, following the expiration application of the Ramp Period Upon expiration Signing Credit does not reduce the Total Service Charges calculated under the Agreement. Customer must designate, in writing, within 30 calendar days from execution of this contract, where credits are to be applied in full, or Company may elect to apply the credit to the oldest Customer balances. The credit may be divided among no more than 10 interstate account numbers, and will be applied against Customer's Total Service Charges incurred for interstate and international services. If Customer's interstate and international Total Service Charges for such monthly billing period are less than the credit, the excess amount of such credit will be applied to Customer's interstate and international Total Service Charges in the next consecutive monthly billing period(s) until the full credit amount has been applied. One-Time Credit: Customer will receive a credit equal to $400,000.00 plus applicable Taxes and Governmental Charges ("One Time Credit), which will be applied against Customer's Total Service Charges in April of 2017. Notwithstanding any other provision to the contrary in the Agreement, the application of the TermOne-time Credit does not reduce the Total Service Charges calculated under the Agreement. Customer must designate, in writing, within 30 calendar days from execution of this contract, where credits are to be applied in full, or Company may elect to apply the credit to the oldest Customer balances. The credit may be divided among no more than 10 Interstate account numbers, and will be applied against Customer's Total Service Charges incurred for interstate and international services. If Customer's interstate and international Total Service Charges for such monthly billing period are less than the credit, the Agreement excess amount of such credit will be automatically extended on applied to Customer's interstate and international Total Service Charges in the next consecutive monthly billing period(s) until the full credit amount has been applied. Customer will receive a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end credit of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term $400,000 which will start anew and continue for a period be applied against Customer’s Total Service Charges in June of 24 months2017.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 2550% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months12 months Commencing on the 2nd Amendment Effective Date, the Term will be extended for a period of 24 months following the expiration of the Ramp Period Initial Term. Commencing on the 5th Amendment Effective Date, the Term will start anew and continue for a period of 36 months. Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this the Agreement upon at least sixty thirty (6030) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this the Agreement upon at least sixty thirty (6030) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $150,000 in Total Service Charges (“AVC”) during each contract year of the Term. Annual Volume Commitment: Customer agrees to pay Company no less than $1,800,000 in Total Service Charges in each twelve-month period following the 19th Amendment Effective Date (“Contract Year”)., which is the Annual Volume Commitment (“AVC”). Commencing on the 3rd 5th Amendment Effective DateDate and for the remainder of the Term, the Term Customer’s new AVC will start anew and continue be $1,500,000 in Total Service Charges, or a pro rata portion thereof for a period of 24 monthsany partial contract year.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. If: (a) Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) Company terminates this Agreement for Cause then Customer will pay, within thirty (30) days after such termination: (i) all accrued but unpaid charges incurred through the date of such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of termination, and for each subsequent Contract Year remaining in the Term, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial REGIONAL CHECKBOOK-MONTHLY OPTION- 2 YEARS Term: 36 months, following the expiration of the Ramp Period months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing The Ramp Period shall begin on the 3rd Amendment Effective Date, the Term will start anew Date and continue for a period of 24 monthssix (6) months following the Effective Date. Commencing with the Effective Date and at all times during the Ramp Period thereafter, Customer will receive the rates, discounts, charges and credits set forth herein and will not be subject to the AVC. Minimum Annual Volume Commitment (“AVC”): $600,000.00 in Total Service Charges Total Service Charges” means all charges, after application of all discounts and credits, incurred by Customer for Services provided under this Agreement, specifically excluding: (a) Taxes (defined above); (b) charges for equipment (unless otherwise expressly stated herein); (c) charges for Company ILEC services (d) Company Wireless charges, (e) charges incurred for goods or services where Company acts as agent for Customer in its acquisition of goods or services; (f) non-recurring charges; (g) Governmental Charges; (h) international pass-through access charges (i.e., Type 3/PTT) and charges for international access provided by Company (i.e., Type 1); and (i) other charges expressly excluded by this Agreement. During each monthly billing period of the Extended Term, Customer’s Total Service Charges must equal or exceed one-twelfth (1/12) of the AVC.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25100% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to 100% of the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 2550% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. PromotionsCustomer will receive two credits each equal to $35,000.00 to be applied against Customer's designated Service Charges incurred for Interstate Services. Provided that Customer executes and delivers the Agreement to Company no later than an agreed upon date, Customer shall receive a credit equal to $10,382.00, plus applicable Taxes and Governmental Charges, which will be applied against Customer's designated Total Service Charges incurred for Interstate and International Services and other services mutually agreeable by Company and Customer. Achievement Credit: The Provided that Customer is eligible executes and delivers the Agreement to Company no later than an agreed upon date, Customer shall receive an Achievement Credit equal to $36,000.00, plus applicable Taxes and Governmental Charges, which will be applied against Customer's designated Total Service Charges incurred for Interstate and International Services and other services mutually agreeable by Company and Customer. Waivers: Installation Waiver: Company will waive the following promotions as set forth in one-time installation charges associated with the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE ON THE NETWORK V LIT BUILDING ACCESS PROMOTION Initial Term: 36 months, following implementation of Services within the expiration 48 contiguous States of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates U.S. provided under this Agreement upon at least sixty except for ECR Service, usage charges, monthly recurring charges, expedite charges, change charges, surcharges, charges for an unlisted or non-published number, any charges imposed by third parties (60) days written notice prior to the end of the Initial Term (“Extended Term”including access, egress, jack, or wiring charges). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Datetaxes or tax-like surcharges, the Term or other Governmental Charges will start anew and continue for a period of 24 monthsnot be waived.

Underutilization and Termination with Liability. If, in any Contract Year during the Term, Customer's Total Service Charges do not meet or exceed the AVC, then Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement; and (b) an "Underutilization Charge" in an amount equal to 25% of the difference between the AVC and Customer's Total Service Charges during that Contract Year. IfIf in any monthly billing period during the Extended Term, the Customer’s Total Service Charges do not meet or exceed 1/12 of the AVC then the Customer shall pay: (a) all accrued but unpaid charges incurred under this Agreement, and (b) an amount equal to the difference between 1/12 of the AVC and the Customer’s Total Service Charges during such monthly billing period. If (a) the Customer terminates this Agreement before the end of the Term for reasons other than Cause; or (b) the Company terminates this the Agreement for Cause then the Customer will pay, within thirty (30) 30 days after such termination: (i) all accrued but unpaid charges incurred through the date of off such termination, plus (ii) an amount equal to 25% of the unsatisfied AVC remaining during the year of the termination, and for each subsequent Contract Year remaining in the Termterm, plus (iii) a pro rata portion of any and all credits received by Customer. Promotions: The Customer is eligible for the following promotions as set forth in the Guide: INSTALL WAIVER-DIGTAL T1 ACCESS INSTALL WAVIER-DOMESTIC PRIVATE LINE REGIONAL CHECKBOOK 2004 (FUND OPTION) VERIZON BUSINESS SERVICES BILLING GUARANTEE ON THE NETWORK V IV LIT BUILDING ACCESS PROMOTION Initial INTRALATA PIC FEE CREDIT PROMOTION INTERLATA LONG DISTANCE PIC FEE CREDIT PROMOTION LD VOICE-INTERSTATE 1-30 PROMOTION (1 YEAR TERM) Term: 36 months, months following the expiration of the Ramp Period Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Commencing on the 3rd Amendment Effective Date, the Term will start anew and continue for a period of 24 months.