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EXHIBIT 10.1
RESALE AGREEMENT
BETWEEN
GTE NORTH INCORPORATED
AND CONTEL OF THE SOUTH, INCORPORATED
d/b/a GTE SYSTEMS OF THE SOUTH
AND
UNITED STATES TELECOMMUNICATIONS, INC.
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TABLE OF CONTENTS
ARTICLE I
SCOPE AND INTENT OF AGREEMENT................................................I-1
ARTICLE II
DEFINITIONS.................................................................II-1
1. General Definitions.........................................................II-1
1.1 ACT..............................................................II-1
1.2 APPLICABLE LAW...................................................II-1
1.3 AS-IS TRANSFER (AIT).............................................II-1
1.4 BASIC LOCAL EXCHANGE SERVICE.....................................II-1
1.5 BUSINESS DAY.....................................................II-1
1.6 CENTRALIZED MESSAGE DISTRIBUTION SYSTEM (CMDS)...................II-1
1.7 COMMISSION.......................................................II-1
1.8 COMPETITIVE LOCAL EXCHANGE CARRIER (CLEC)........................II-1
1.9 CURRENTLY AVAILABLE..............................................II-1
1.10 CUSTOMER.........................................................II-1
1.11 E-911 SERVICE....................................................II-1
1.12 EXCHANGE MESSAGE RECORD (EMR)....................................II-2
1.13 EXCHANGE SERVICE.................................................II-2
1.14 FCC..............................................................II-2
1.15 GTE GUIDE........................................................II-2
1.16 GTOC.............................................................II-2
1.17 INCUMBENT LOCAL EXCHANGE CARRIER (ILEC)..........................II-2
1.18 INTEREXCHANGE CARRIER (IXC)......................................II-2
1.19 LINE INFORMATION DATA BASE (LIDB)................................II-2
1.20 LOCAL EXCHANGE CARRIER (LEC).....................................II-2
1.21 LOCAL NUMBER PORTABILITY (LNP)...................................II-2
1.22 LOCAL TRAFFIC....................................................II-2
1.23 911 SERVICE......................................................II-3
1.24 NUMBERING PLAN AREA (NPA)........................................II-3
1.25 NXX, NXX CODE, CENTRAL OFFICE CODE OR CO CODE....................II-3
1.26 PARTY/PARTIES....................................................II-3
1.27 PROVIDER.........................................................II-3
1.28 SUBSIDIARY.......................................................II-3
1.29 TELECOMMUNICATIONS SERVICES......................................II-3
1.30 UNDEFINED TERMS..................................................II-3
1.31 VERTICAL FEATURES (INCLUDING CLASS FEATURES).....................II-3
ARTICLE III
GENERAL PROVISIONS.........................................................III-1
1. Scope of General Provisions................................................III-1
2. Term and Termination.......................................................III-1
2.1 Term............................................................III-1
2.2 Post-Termination Arrangements...................................III-1
2.3 Termination Upon Default........................................III-1
2.4 Termination Upon Sale...........................................III-1
2.5 Liability upon Termination......................................III-1
3. Amendments.................................................................III-2
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4. Assignment .............................................. III-2
5. Authority .............................................. III-2
6. Responsibility for Payment .............................. III-2
7. Billing and Payment ..................................... III 2
7.1 Dispute .......................................... III-2
7.2 Late Payment Charge .............................. III-2
7.3 Due Date ......................................... III-2
7.4 Audits ........................................... III-2
8. Binding Effect .......................................... III-3
9. Capacity Planning and Forecasting ....................... III-3
10. Compliance with Laws and Regulations .................... III-3
11. Confidential Information ................................ III-3
11.1 Identification .................................. III-3
11.2 Handling ........................................ III-3
11.3 Exceptions ...................................... III-4
11.4 Survival ........................................ III-4
12. Consent ................................................. III-4
13. ......................................................... III-4
14. Reimbursement of Expenses ............................... III-4
15. Dispute Resolution ...................................... III-4
15.1 Alternative to Litigation ....................... III-4
15.2 Negotiations .................................... III-5
15.3 Arbitration ..................................... III-5
15.4 Expedited Arbitration Procedures ................ III-5
15.5 Costs ........................................... III-5
15.6 Continuous Service .............................. III-5
16. Entire Agreement ........................................ III-5
17. Expenses ................................................ III-6
18. Force Majeure ........................................... III-6
19. Good Faith Performance .................................. III-6
20. Governing Law ........................................... III-6
21. Standard Practices ...................................... III-6
22. Headings ................................................ III-6
23. Independent Contractor Relationship ..................... III-6
24. Law Enforcement Interface ............................... III-7
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25. Liability and Indemnity................................. III-7
25.1 Indemnification ................................ III-7
25.2 End User and Content-Related Claims............. III-7
25.3 DISCLAIMER...................................... III-8
25.4 Limitation of Liability......................... III-8
25.5 Intellectual Property........................... III-8
26. Multiple Counterparts................................... III-8
27. No Third Party Beneficiaries............................ III-8
28. Notices................................................. III-8
29. Protection.............................................. III-9
29.1 Impairment of Service........................... III-9
29.2 Resolution...................................... III-9
30. Publicity............................................... III-9
31. Regulatory Agency Control............................... III-9
32. Changes in Legal Requirements........................... III-10
33. Effective Date.......................................... III-10
34. Regulatory Matters...................................... III-10
35. Rule of Construction.................................... III-10
36. Section References...................................... III-10
37. Service Standards....................................... III-10
38. Severability............................................ III-10
39. Subcontractors.......................................... III-10
40. Subsequent Law.......................................... III-11
41. Taxes................................................... III-11
41.1 Tax............................................. III-11
41.2 Fees/Regulatory Surcharges...................... III-11
42. Trademarks and Trade Names.............................. III-11
43. Waiver.................................................. III-11
44. TBD Prices.............................................. III-11
ARTICLE IV
GENERAL RULES GOVERNING RESOLD SERVICES................. IV-1
1. General................................................. IV-1
2. Liability of GTE........................................ IV-1
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2.1 Inapplicability of Tariff Liability...........................IV-1
2.2 USTELCOM Tariffs or Contracts.................................IV-1
2.3 No Liability..................................................IV-1
3. Unauthorized Changes......................................................IV-1
3.1 Procedures.....................................................IV-1
4. Impact of Payment of Charges on Service...................................IV-2
5. Unlawful Use of Service...................................................IV-2
6. Timing of Messages........................................................IV-3
7. Procedures For Preordering, Ordering, Provisioning, Etc...................IV-3
8. Letter of Authorization...................................................IV-3
9. Customer Contacts.........................................................IV-3
ARTICLE V
RESALE OF SERVICES..........................................................V-1
1. General....................................................................V-1
2. Terms and Conditions.......................................................V-1
2.1 Restrictions on Resale.........................................V-1
2.2 Interim Universal Service Support Charge for Resale Services...V-1
2.3 Restrictions on Discount of Retail Services....................V-2
2.4 Resale to Other Carriers.......................................V-2
3. Ordering and Billing.......................................................V-2
3.1 Local Service Request..........................................V-2
3.2 Certificate of Operating Authority.............................V-2
3.3 Directory Assistance (DA) Listings.............................V-2
3.4 Nonrecurring Charges...........................................V-2
3.5 Transfers Between USTELCOM
and Another Reseller of GTE Services...........................V-3
3.6 Local Calling Detail...........................................V-3
3.7 Procedures.....................................................V-3
3.8 LIBD...........................................................V-3
3.9 Originating Line Number Screening (OLNS).......................V-3
4. Maintenance................................................................V-3
4.1 Maintenance, Testing and Repair................................V-3
4.2 Specifics and Procedures for Maintenance.......................V-3
5. Services Available for Resale..............................................V-3
5.1 Description of Local Exchange Services Available for Resale....V-3
5.2 Other Services Available for Resale............................V-4
5.3 Rates..........................................................V-4
5.4 Grandfathered Services.........................................V-4
5.5 Access.........................................................V-4
5.6 Operator Services (OS) and Directory Assistance (DA)...........V-4
6. Misdirected Calls..........................................................V-5
7. 911/E911 Arrangements......................................................V-5
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7.1 Description of Service ............................... V-5
7.2 Cooperation and Level of Performance ................. V-5
7.3 Updates to Master Street Address Guide (MSAG) ........ V-5
7.4 Updates to Database .................................. V-5
7.5 Compensation ......................................... V-6
7.6 Liability ............................................ V-6
8. Dialing Format Changes ....................................... V-6
APPENDIX A
SERVICES AVAILABLE FOR RESALE ................................ X-0
XXXXXXXX X
SERVICE ORDERING, PROVISIONING, BILLING AND MAINTENANCE ...... B-1
APPENDIX C
RATES/CHARGES FOR MISCELLANEOUS 911/E911 ITEMS ............... X-0
XXXXXXXX 00X
XXX/XXXXXXXX XXX-XX NEGOTIATION ISSUES ..................... 00X-0
XXXXXXXX 45B
GTE/USTELCOM OPT-IN NEGOTIATION ISSUES
AT&T/GTE TERMS ............................................. 45B-1
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This Resale Agreement (the "Agreement"), is by and between GTE North
Incorporated, Contel of the South, Inc., d/b/a GTE Systems of the South, with
its address for purposes of this Agreement at 000 Xxxxxx Xxxxx Xxxxx, Xxxxxx,
Xxxxx 00000 ("GTE"), and United States Telecommunications, Inc., in its capacity
as a certified provider of local two-way wireline dial-tone service
("USTELCOM"), with its address for this Agreement at 00000 X. Xxxxxxxxx, Xxxxx
000, Xxxxx, Xxxxxxx 00000 (GTE and USTELCOM being referred to collectively as
the "Parties" and individually as a "Party"). This Agreement covers services in
the state of Michigan only (the "State").
WHEREAS, Section 251 of the Telecommunications Act of 1996 (the "Act") imposes
specific obligations on LECs with respect to the resale of telecommunications
services; and
WHEREAS, GTE is entering into certain aspects of this Agreement which provide
USTELCOM with the option of replacing certain rates set forth in this Agreement
with the rates from a particular Commission-approved arbitrated agreement
between GTE and AT&T, pursuant to Article III, Section 45 herein. GTE has
entered into such terms, which may cause adverse results from an arbitrated
agreement to be incorporated into this Agreement at a future date, in order to
avoid the expense of arbitration while at the same time preserving its legal
positions, rights and remedies;
NOW, THEREFORE, in consideration of the mutual provisions contained herein and
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, GTE and USTELCOM hereby covenant and agree as follows:
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ARTICLE I
SCOPE AND INTENT OF AGREEMENT
Pursuant to this Agreement, the Parties will extend certain arrangements to one
another within each area in which they both operate within the State for the
purchase of certain telecommunication services. This Agreement also governs the
purchase by USTELCOM of certain telecommunications services provided by GTE in
its franchise areas for resale by USTELCOM. This Agreement is an integrated
package that reflects a balancing of interests critical to the Parties. This
Agreement will be submitted to the Michigan Public Service Commission (the
"Commission") for approval. The Parties agree that their entrance into this
Agreement is without prejudice to and does not waive any positions they may have
taken previously, or may take in the future, in any legislative, regulatory,
judicial or other public forum addressing any matters, including matters related
to the same types of arrangements and/or matters related to GTE's cost recovery
covered in this Agreement. USTELCOM agrees to negotiate reciprocal terms and
conditions with GTE based on this Agreement. GTE's execution of this Agreement
is not a concession or waiver in any manner concerning its position that certain
of the rates, terms and conditions contained herein are unlawful, illegal and
improper.
The services and facilities to be provided to USTELCOM by GTE in satisfaction
of this Agreement may be provided pursuant to GTE tariffs and then current
practices. Should such services and facilities be modified by tariff or by
Order, including any modifications resulting from other Commission proceedings,
federal court review or other judicial action, and unless otherwise specified
herein, such modifications will be deemed to automatically supersede any rates
and terms and conditions of this Agreement. The Parties shall cooperate with one
another for the purpose of incorporating required modifications into this
Agreement.
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ARTICLE II
DEFINITIONS
1. General Definitions. Except as otherwise specified herein, the
following definitions shall apply to all Articles and Appendices contained in
this Agreement. Additional definitions that are specific to the matters covered
in a particular Article may appear in that Article. To the extent that there may
be any conflict between a definition set forth in this Article II and any
definition in a specific Article or Appendix, the definition set forth in the
specific Article or Appendix shall control with respect to that Article or
Appendix.
1.1 ACT - the Telecommunications Act of 1996, Public Law 104-104
of the 000xx Xxxxxx Xxxxxx Congress effective February 8,
1996.
1.2 APPLICABLE LAW - all laws, statutes, common law, regulations,
ordinances, codes, rules, guidelines, orders, permits, and
approvals of any Governmental Authority, which apply or relate
to the subject matter of this Agreement.
1.3 AS-IS TRANSFER (AIT) - the transfer of all telecommunications
services and features available for resale, that are currently
being provided for a specific account, without the
requirements of a specific enumeration of the services and
features on the Local Service Request (LSR).
1.4 BASIC LOCAL EXCHANGE SERVICE - voice grade access to the
network that provides: the ability to place and receive calls;
touch-tone service, access to operator services; access to
directory assistance; access to emergency services (E-911);
access to telephone relay service (TRS); access to
interexchange carriers of the customer's choice; standard
white pages directory listing; and toll blocking for
low-income consumers participating in Lifeline (subject to
technical feasibility).
1.5 BUSINESS DAY - Monday through Friday, except for holidays on
which the U.S. mail is not delivered.
1.6 CENTRALIZED MESSAGE DISTRIBUTION SYSTEM (CMDS) - the billing
record and clearing house transport system that the Regional
Xxxx Operating Companies (RBOCs) and other incumbent LECs use
to efficiently exchange out collects and in collects as well
as Carrier Access Billing System (CABS) records.
1.7 COMMISSION - the Michigan Public Service Commission.
1.8 COMPETITIVE LOCAL EXCHANGE CARRIER (CLEC) - any company or
person authorized to provide local exchange services in
competition with an ILEC.
1.9 CURRENTLY AVAILABLE - existing as part of GTE's network at the
time of the requested order or service and does not include
any service, feature, function or capability that GTE either
does not provide to itself or to its own end users, or does
not have the capability to provide.
1.10 CUSTOMER - GTE or USTELCOM depending on the context and which
Party is receiving the service from the other Party.
1.11 E-911 SERVICE - a method of routing 911 calls to a Public
Service Answering Point that uses a customer location database
to determine the location to which a call should be routed.
E-9-1-1 service includes the forwarding of the caller's
Automatic Number Identification (ANI) to the PSAP where the
ANI is used to retrieve and display the
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Automatic Location Identification (ALI) on a terminal screen
at the answering Attendant's position. It usually includes
selective routing.
1.12 EXCHANGE MESSAGE RECORD (EMR) - an industry standard record
used to exchange telecommunications message information among
CLECs for billable, non-billable, sample, settlement and study
data. EMR format is defined in BR-010-200-010 XXXX Exchange
Message Record, published by Bellcore.
1.13 EXCHANGE SERVICE - all basic access line services, or any
other services offered to end users which provide end users
with a telephonic connection to, and a unique telephone number
address on, the Public Switched Telecommunications Network
(PSTN), and which enable such end users to place or receive
calls to all other stations on the PSTN.
1.14 FCC - the Federal Communications Commission.
1.15 GTE GUIDE - the GTE Open Market Transition Order/Processing
Guide, LSR Guide, and Products and Services Guide which
contain GTE's operating procedures for ordering, provisioning,
trouble reporting and repair for resold services and unbundled
elements and GTE's CLEC Interconnection Guide which provides
guidelines for obtaining interconnection of GTE's Switched
Network with the networks of all certified CLECs for
reciprocal exchange of traffic. Except as specifically
provided otherwise in this Agreement, service ordering,
provisioning, billing and maintenance shall be governed by the
Guide which may be amended from time to time by GTE as needed.
1.16 GTOC - GTE Telephone Operating Company.
1.17 INCUMBENT LOCAL EXCHANGE CARRIER (ILEC) - any local exchange
carrier that was as of February 8, 1996, deemed to be a member
of the Exchange Carrier Association as set forth in 47 C.F.R.
ss.69.601(b) of the FCC's regulations.
1.18 INTEREXCHANGE CARRIER (IXC) - a telecommunications service
provider authorized by the FCC to provide interstate long
distance communications services between LATAs and are
authorized by the State to provide inter- and/or intraLATA
long distance communications services within the State.
1.19 LINE INFORMATION DATA BASE (LIDB) - one or all, as the context
may require, of the Line Information databases owned
individually by GTE and other entities which provide, among
other things, calling card validation functionality for
telephone line number cards issued by GTE and other entities.
A LIDB also contains validation data for collect and third
number-billed calls; i.e., Billed Number Screening.
1.20 LOCAL EXCHANGE CARRIER (LEC) - any company certified by the
Commission to provide local exchange telecommunications
service. This includes the Parties to this Agreement.
1.21 LOCAL NUMBER PORTABILITY (LNP) - the ability of users of
telecommunications services to retain, at the same location,
existing telecommunications numbers without impairment of
quality, reliability, or convenience when switching from one
telecommunications carrier to another.
1.22 LOCAL TRAFFIC - traffic that is originated by an end user of
one Party and terminates to the end user of the other Party
within GTE's then current local serving area, including
mandatory local calling scope arrangements. A mandatory local
calling scope arrangement is an arrangement that provides end
users a local calling scope, Extended Area Service (EAS),
beyond their basic exchange serving area. Local Traffic does
not include optional local calling scopes (i.e., optional rate
packages that permit the end user to choose a local calling
scope beyond their basic exchange serving area for an
additional
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fee), referred to hereafter as "optional EAS". Local Traffic
excludes Enhanced Service Provider (ESP) traffic (e.g.
Internet, 900-976, etc.) and Internet Protocol based voice or
fax telephony.
1.23 911 SERVICE - a universal telephone number which gives the
public direct access to the PSAP. Basic 911 service collects
911 calls from one or more local exchange switches that serve
a geographic area. The calls are then sent to the correct
authority designated to receive such calls.
1.24 NUMBERING PLAN AREA (NPA) - also sometimes referred to as an
area code, is the three digit indicator which is defined by
the "A", "B", and "C" digits of each 10-digit telephone
number within the NANP. Each NPA contains 800 possible NXX
Codes. There are two general categories of NPA, "Geographic
NPAs" and "Non-Geographic NPAs". A Geographic NPA is
associated with a defined geographic area, and all telephone
numbers bearing such NPA are associated with services provided
within that geographic area. A Non-Geographic NPA, also known
as a "Service Access Code" or "SAC Code" is typically
associated with a specialized telecommunications service which
may be provided across multiple geographic NPA areas. 800,
900, 700, and 888 are examples of Non-Geographic NPAs.
1.25 NXX, NXX CODE, CENTRAL OFFICE CODE OR CO CODE - the three
digit switch entity indicator which is defined by the "D",
"E", and "F" digits of a 10-digit telephone number within the
NANP. Each NXX Code contains 10,000 station numbers.
1.26 PARTY/PARTIES - GTE and/or USTELCOM.
1.27 PROVIDER - GTE or USTELCOM depending on the context and which
Party is providing the service to the other Party.
1.28 SUBSIDIARY - a corporation or other legal entity that is
majority owned by a Party.
1.29 TELECOMMUNICATIONS SERVICES - the offering of
telecommunications for a fee directly to the public, or to
such classes of users as to be effectively available directly
to the public, regardless of the facilities used.
1.30 UNDEFINED TERMS - terms that may appear in this Agreement
which are not defined. Parties acknowledge and agree that any
such terms shall be construed in accordance with customary
usage in the telecommunications industry as of the effective
date of this Agreement.
1.31 VERTICAL FEATURES (INCLUDING CLASS FEATURES) - vertical
services and switch functionalities provided by GTE,
including: Automatic Call Back; Automatic Recall; Call
Forwarding Busy Line/Don't Answer; Call Forwarding Don't
Answer; Call Forwarding Variable; Call Forwarding - Busy Line;
Call Trace; Call Waiting; Call Number Delivery Blocking Per
Call; Calling Number Blocking Per Line; Cancel Call Waiting;
Distinctive Ringing/Call Waiting; Incoming Call Line
Identification Delivery; Selective Call Forward; Selective
Call Rejection; Speed Calling; and Three Way Calling/Call
Transfer.
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ARTICLE III
GENERAL PROVISIONS
1. Scope of General Provisions. Except as may otherwise be set forth in a
particular Article or Appendix of this Agreement, in which case the
provisions of such Article or Appendix shall control, these General
Provisions apply to all Articles and Appendices of this Agreement.
2. Term and Termination.
2.1 Term. Subject to the termination provisions contained in this
Agreement, the term of this Agreement shall be two (2) years
from the effective date referenced in the first paragraph of
this Agreement and shall continue in effect for consecutive
one (1) year terms until either Party gives the other Party at
least ninety (90) calendar days written notice of termination,
which termination shall be effective at the end of the
then-current term. In the event notice is given less than 90
calendar days prior to the end of the current term, this
Agreement shall remain in effect for 90 calendar days after
such notice is received, provided, that in no case shall the
term be extended beyond 90 calendar days after the end of the
current term.
2.2 Post-Termination Arrangements. Except in the case of
termination as a result of either Party's default or a
termination upon sale, for service arrangements made available
under this Agreement and existing at the time of termination,
those arrangements may continue without interruption (a) under
a new agreement voluntarily executed by the Parties; (b)
standard terms and conditions approved and made generally
effective by the Commission, if any; (c) tariff terms and
conditions made generally available to all CLECs; or (d) any
rights under Section 252(i) of the Act.
2.3 Termination Upon Default. Either Party may terminate this
Agreement in whole or in part in the event of a default by the
other Party; provided however, that the non-defaulting Party
notifies the defaulting party in writing of the alleged
default and that the defaulting Party does not cure the
alleged default within sixty (60) calendar days of receipt of
written notice thereof. Default is defined to include:
(a) A Party's insolvency or the initiation of bankruptcy
or receivership proceedings by or against the Party;
or
(b) A Party's refusal or failure in any material respect
properly to perform its obligations under this
Agreement, or the violation any of the material terms
or conditions of this Agreement.
2.4 Termination Upon Sale. Notwithstanding anything to the
contrary contained herein, a Party may terminate this
Agreement as to a specific operating area or portion thereof
if such Party sells or otherwise transfers the area or portion
thereof. The selling or transferring Party shall provide the
other Party with at least ninety (90) calendar days' prior
written notice of such termination, which shall be effective
on the date specified in the notice. Notwithstanding
termination of this Agreement as to a specific operating area,
this Agreement shall remain in full force and effect in the
remaining operating areas.
2.5 Liability upon Termination. Termination of this Agreement, or
any part hereof, for any cause shall not release either Party
from any liability which at the time of termination had
already accrued to the other Party or which thereafter accrues
in any respect to any act or omission occurring prior to the
termination or from an obligation which is expressly stated in
this Agreement to survive termination.
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3. Amendments. Any amendment, modification, or supplement to this
Agreement must be in writing and signed by an authorized representative
of each Party. The term "this Agreement" shall include future
amendments, modifications, and supplements.
4. Assignment. Any assignment by either Party of any right, obligation, or
duty, in whole or in part, or of any interest, without the written
consent of the other Party shall be void, except that either Party may
assign all of its rights, and delegate its obligations, liabilities and
duties under this Agreement, either in whole or in part, to any entity
that is, or that was immediately preceding such assignment, a
Subsidiary or Affiliate of that Party without consent, but with written
notification. The effectiveness of an assignment shall be conditioned
upon the assignee's written assumption of the rights, obligations, and
duties of the assigning Party.
5. Authority. Each person whose signature appears on this Agreement
represents and warrants that he or she has authority to bind the Party
on whose behalf he or she has executed this Agreement. Each Party
represents he or she has had the opportunity to consult with legal
counsel of his or her choosing and has not relied on GTE counsel,
pursuant to this Agreement.
6. Responsibility for Payment. GTE may charge USTELCOM and USTELCOM will
pay GTE a deposit before GTE is required to perform under this
agreement if USTELCOM has not established a good payment history with
GTE. Such deposit will be calculated based on GTE's estimated two-month
charges to USTELCOM using USTELCOM's forecast of resale lines and
unbundled loops and ports. Interest will be paid on the deposit in
accordance with state requirements for end user deposits.
7. Billing and Payment. Except as provided elsewhere in this Agreement and
where applicable, in conformance with Multiple Exchange Carrier Access
Billing (MECAB) guidelines and Multiple Exchange Carriers Ordering and
Design Guidelines for Access Services-Industry Support Interface
(MECOD) guidelines, USTELCOM and GTE agree to exchange all information
to accurately, reliably, and properly order and xxxx for features,
functions and services rendered under this Agreement.
7.1 Dispute. If one Party disputes a billing statement issued by
the other Party, the billed Party shall notify Provider in
writing regarding the nature and the basis of the dispute
within six (6) months of the statement date or the dispute
shall be waived. The Parties shall diligently work toward
resolution of all billing issues.
7.2 Late Payment Charge. If any undisputed amount due on the
billing statement is not received by Provider on the payment
due date, Provider may charge, and Customer agrees to pay, at
Provider's option, interest on the past due balance at a rate
equal to the lesser of the interest rates set forth in the
applicable GTE/Contel state access tariffs or the GTOC/GSTC
FCC No. 1 tariff, one and one-half percent (1 y2%) per month
or the maximum nonusurious rate of interest under applicable
law. Late payment charges shall be included on the next
statement.
7.3 Due Date. Payment is due thirty (30) calendar days from the
xxxx date.
7.4 Audits. Either Party may conduct an audit of the other Party's
books and records pertaining to the services provided under
this Agreement, no more frequently than once per twelve (12)
month period, to evaluate the other Party's accuracy of
billing, data and invoicing in accordance with this Agreement.
Any audit shall be performed as follows: (i) following at
least thirty (30) Business Days' prior written notice to the
audited Party; (ii) subject to the reasonable scheduling
requirements and limitations of the audited Party: (iii) at
the auditing Party's sole cost and expense; (iv) of a
reasonable scope and duration; (v) in a manner so as not to
interfere with the audited Party's business operations; and
(vi) in compliance with the audited Party's security rules.
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3. Amendments. Any amendment, modification, or supplement to this
Agreement must be in writing and signed by an authorized representative
of each Party. The term "this Agreement" shall include future
amendments, modifications, and supplements.
4. Assignment. Any assignment by either Party of any right, obligation, or
duty, in whole or in part, or of any interest, without the written
consent of the other Party shall be void, except that either Party may
assign all of its rights, and delegate its obligations, liabilities and
duties under this Agreement, either in whole or in part, to any entity
that is, or that was immediately preceding such assignment, a
Subsidiary or Affiliate of that Party without consent, but with written
notification. The effectiveness of an assignment shall be conditioned
upon the assignee's written assumption of the rights, obligations, and
duties of the assigning Party.
5. Authority. Each person whose signature appears on this Agreement
represents and warrants that he or she has authority to bind the Party
on whose behalf he or she has executed this Agreement. Each Party
represents he or she has had the opportunity to consult with legal
counsel of his or her choosing and has not relied on GTE counsel,
pursuant to this Agreement.
6. Responsibility for Payment. GTE may charge USTELCOM and USTELCOM will
pay GTE a deposit before GTE is required to perform under this
agreement if USTELCOM has not established a good payment history with
GTE. Such deposit will be calculated based on GTE's estimated two-month
charges to USTELCOM using USTELCOM's forecast of resale lines and
unbundled loops and ports. Interest will be paid on the deposit in
accordance with state requirements for end user deposits.
7. Billing and Payment. Except as provided elsewhere in this Agreement and
where applicable, in conformance with Multiple Exchange Carrier Access
Billing (MECAB) guidelines and Multiple Exchange Carriers Ordering and
Design Guidelines for Access Services-Industry Support Interface
(MECOD) guidelines, USTELCOM and GTE agree to exchange all information
to accurately, reliably, and properly order and xxxx for features,
functions and services rendered under this Agreement.
7.1 Dispute. If one Party disputes a billing statement issued by
the other Party, the billed Party shall notify Provider in
writing regarding the nature and the basis of the dispute
within six (6) months of the statement date or the dispute
shall be waived. The Parties shall diligently work toward
resolution of all billing issues.
7.2 Late Payment Charge. If any undisputed amount due on the
billing statement is not received by Provider on the payment
due date, Provider may charge, and Customer agrees to pay, at
Provider's option, interest on the past due balance at a rate
equal to the lesser of the interest rates set forth in the
applicable GTE/Contel state access tariffs or the GTOC/GSTC
FCC No. 1 tariff, one and one-half percent (1 y2%) per month
or the maximum nonusurious rate of interest under applicable
law. Late payment charges shall be included on the next
statement.
7.3 Due Date. Payment is due thirty (30) calendar days from the
xxxx date.
7.4 Audits. Either Party may conduct an audit of the other Party's
books and records pertaining to the services provided under
this Agreement, no more frequently than once per twelve (12)
month period, to evaluate the other Party's accuracy of
billing, data and invoicing in accordance with this Agreement.
Any audit shall be performed as follows: (i) following at
least thirty (30) Business Days' prior written notice to the
audited Party; (ii) subject to the reasonable scheduling
requirements and limitations of the audited Party; (iii) at
the auditing Party's sole cost and expense; (iv) of a
reasonable scope and duration; (v) in a manner so as not to
interfere with the audited Party's business operations; and
(vi) in compliance with the audited Party's security rules.
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8. Binding Effect. This Agreement shall be binding on and inure to the
benefit of the respective successors and permitted assigns of the
Parties.
9. Capacity Planning and Forecasting. Within thirty (30) days from the
effective date of this Agreement, the Parties agree to have met and
developed joint planning and forecasting responsibilities which are
applicable to local services. GTE may delay processing USTELCOM service
orders should the Parties not perform obligations as specified in this
Section 9. Such responsibilities shall include but are not limited to
the following:
9.1 USTELCOM will furnish to GTE information that provides for
state-wide annual forecasts of order activity, in-service
quantity forecasts, and facility/demand forecasts.
9.2 USTELCOM shall notify GTE promptly of changes greater than ten
percent (10%) to current forecasts (increase or decrease) that
generate a shift in the demand curve for the following
forecasting period.
10. Compliance with Laws and Regulations. Each Party shall comply with all
federal, state, and local statutes, regulations, rules, ordinances,
judicial decisions, and administrative rulings applicable to its
performance under this Agreement.
11. Confidential Information.
11.1 Identification. Either Party may disclose to the other
proprietary or confidential customer, technical, or business
information in written, graphic, oral or other tangible or
intangible forms ("Confidential Information"). In order for
information to be considered Confidential Information under
this Agreement, it must be marked "Confidential" or
"Proprietary," or bear a marking of similar import. Orally or
visually disclosed information shall be deemed Confidential
Information only if contemporaneously identified as such and
reduced to writing and delivered to the other Party with a
statement or marking of confidentiality within thirty (30)
calendar days after oral or visual disclosure.
Notwithstanding the foregoing, preorders and all orders for
services placed by USTELCOM pursuant to this Agreement, and
information that would constitute customer proprietary network
information of USTELCOM end user customers pursuant to the Act
and the rules and regulations of the FCC, as well as recorded
usage information with respect to USTELCOM end users, whether
disclosed by USTELCOM to GTE or otherwise acquired by GTE in
the course of its performance under this Agreement, and where
GTE is the North American Numbering Plan (NANP) Number Plan
Administrator, USTELCOM information submitted to GTE in
connection with such responsibilities shall be deemed
Confidential Information of USTELCOM for all purposes under
this Agreement whether or not specifically marked or
designated as confidential or proprietary.
11.2 Handling. In order to protect such Confidential Information
from improper disclosure, each Party agrees:
(a) That all Confidential Information shall be and shall
remain the exclusive property of the source;
(b) To limit access to such Confidential Information to
authorized employees who have a need to know the
Confidential Information for performance of this
Agreement;
(c) To keep such Confidential Information confidential
and to use the same level of care to prevent
disclosure or unauthorized use of the received
Confidential Information as it exercises in
protecting its own Confidential Information of a
similar nature;
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(d) Not to copy, publish, or disclose such Confidential
Information to others or authorize anyone else to
copy, publish, or disclose such Confidential
Information to others without the prior written
approval of the source;
(e) To return promptly any copies of such Confidential
Information to the source at its request; and
(f) To use such Confidential Information only for
purposes of fulfilling work or services performed
hereunder and for other purposes only upon such terms
as may be agreed upon between the Parties in writing.
11.3 Exceptions. These obligations shall not apply to any
Confidential Information that was legally in the recipient's
possession prior to receipt from the source, was received in
good faith from a third party not subject to a confidential
obligation to the source, now is or later becomes publicly
known through no breach of confidential obligation by the
recipient, was developed by the recipient without the
developing persons having access to any of the Confidential
Information received in confidence from the source, or that is
required to be disclosed pursuant to subpoena or other process
issued by a court or administrative agency having appropriate
jurisdiction, provided, however, that the recipient shall give
prior notice to the source and shall reasonably cooperate if
the source deems it necessary to seek protective arrangements.
11.4 Survival. The obligation of confidentiality and use with
respect to Confidential Information disclosed by one Party to
the other shall survive any termination of this Agreement for
a period of three (3) years from the date of the initial
disclosure of the Confidential Information.
12. Consent. Where consent, approval, or mutual agreement is required of a
Party, it shall not be conditional, unreasonably withheld, or delayed.
13. Cooperation on Fraud Minimization. USTELCOM assumes responsibility for
all fraud associated with its end user customers and accounts. GTE
shall have no responsibility for, nor is it required to investigate or
make adjustments to USTELCOM's account in cases of fraud. The Parties
agree that they shall cooperate with one another to resolve cases of
fraud. The Parties' fraud minimization procedures are to be cost
effective and implemented so as not to unduly burden or harm one Party
as compared to the other.
14. Reimbursement of Expenses. In performing under this Agreement GTE may
be required to make expenditures or otherwise incur costs that are not
otherwise reimbursed under this Agreement. In such event GTE is
entitled to reimbursement from USTELCOM for all such costs. For all
such costs and expenses GTE shall receive through NRCs the actual costs
and expenses incurred, including labor costs and expenses, overhead and
fixed charges, and may include a reasonable contribution to GTE's
common costs.
15. Dispute Resolution.
15.1 Alternative to Litigation. Except as provided under Section
252 of the Act with respect to the approval of this Agreement
by the Commission, the Parties desire to resolve disputes
arising out of or relating to this Agreement without
litigation. Accordingly, except for action seeking a temporary
restraining order or an injunction related to the purposes of
this Agreement, or suit to compel compliance with this dispute
resolution process, the Parties agree to use the following
alternative dispute resolution procedures as the sole remedy
with respect to any controversy or claim arising out of or
relating to this Agreement or its breach.
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15.2 Negotiations. At the written request of a Party, each Party
will appoint a knowledgeable, responsible representative to
meet and negotiate in good faith to resolve any dispute
arising out of or relating to this Agreement. The Parties
intend that these negotiations be conducted by non-lawyer,
business representatives. The location, format, frequency,
duration, and conclusion of these discussions shall be left to
the discretion of the representatives. Upon agreement, the
representatives may utilize other alternative dispute
resolution procedures such as mediation to assist in the
negotiations. Discussions and correspondence among the
representatives for purposes of these negotiations shall be
treated as confidential information developed for purposes of
settlement, exempt from discovery, and shall not be
admissible in the arbitration described below or in any
lawsuit without the concurrence of all Parties. Documents
identified in or provided with such communications, which are
not prepared for purposes of the negotiations, are not so
exempted and may, if otherwise discoverable, be discovered or
otherwise admissible, be admitted in evidence, in the
arbitration or lawsuit.
15.3 Arbitration. If the negotiations do not resolve the dispute
within sixty (60) Business Days of the initial written
request, the dispute shall be submitted to binding arbitration
by a single arbitrator pursuant to the Commercial Arbitration
Rules of the American Arbitration Association except that the
Parties may select an arbitrator outside American Arbitration
Association rules upon mutual agreement. A Party may demand
such arbitration in accordance with the procedures set out in
those rules. Discovery shall be controlled by the arbitrator
and shall be permitted to the extent set out in this section.
Each Party may submit in writing to a Party, and that Party
shall so respond to, a maximum of any combination of
thirty-five (35) (none of which may have subparts) of the
following: interrogatories, demands to produce documents, or
requests for admission. Each Party is also entitled to take
the oral deposition of one individual of another Party.
Additional discovery may be permitted upon mutual agreement of
the Parties. The arbitration hearing shall be commenced within
sixty (60) Business Days of the demand for arbitration. The
arbitration shall be held in a mutually agreeable city. The
arbitrator shall control the scheduling so as to process the
matter expeditiously. The Parties may submit written briefs.
The arbitrator shall rule on the dispute by issuing a written
opinion within thirty (30) Business Days after the close of
hearings. The times specified in this section may be extended
upon mutual agreement of the Parties or by the arbitrator upon
a showing of good cause. Judgment upon the award rendered by
the arbitrator may be entered in any court having
jurisdiction.
15.4 Expedited Arbitration Procedures. If the issue to be resolved
through the negotiations referenced in Section 15.2 directly
and materially affects service to either Party's end user
customers, then the period of resolution of the dispute
through negotiations before the dispute is to be submitted to
binding arbitration shall be five (5) Business Days. Once such
a service affecting dispute is submitted to arbitration, the
arbitration shall be conducted pursuant to the expedited
procedures rules of the Commercial Arbitration Rules of the
American Arbitration Association (i.e., rules 53 through 57).
15.5 Costs. Each Party shall bear its own costs of these
procedures. A Party seeking discovery shall reimburse the
responding Party the costs of production of documents
(including search time and reproduction costs). The Parties
shall equally split the fees of the arbitration and the
arbitrator.
15.6 Continuous Service. The Parties shall continue providing
services to each other during the pendency of any dispute
resolution procedure, and the Parties shall continue to
perform their obligations (including making payments in
accordance with Article IV, Section 4) in accordance with this
Agreement.
16. Entire Agreement. This Agreement constitutes the entire agreement of
the Parties pertaining to the subject matter of this Agreement and
supersedes all prior agreements, negotiations,
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proposals, and representations, whether written or oral, and all
contemporaneous oral agreements, negotiations, proposals, and
representations concerning such subject matter. No representations,
understandings, agreements, or warranties, expressed or implied, have
been made or relied upon in the making of this Agreement other than
those specifically set forth herein.
17. Expenses. Except as specifically set out in this Agreement, each Party
shall be solely responsible for its own expenses involved in all
activities related to the subject of this Agreement.
18. Force Majeure. In the event performance of this Agreement, or any
obligation hereunder, is either directly or indirectly prevented,
restricted, or interfered with by reason of fire, flood, earthquake or
likes acts of God, wars, revolution, civil commotion, explosion, acts
of public enemy, embargo, acts of the government in its sovereign
capacity, labor difficulties, including without limitation, strikes,
slowdowns, picketing, or boycotts, unavailability of equipment from
vendor, changes requested by Customer, or any other circumstances
beyond the reasonable control and without the fault or negligence of
the Party affected, the Party affected, upon giving prompt notice to
the other Party, shall be excused from such performance on a day-to-day
basis to the extent of such prevention, restriction, or interference
(and the other Party shall likewise be excused from performance of its
obligations on a day-to-day basis until the delay, restriction or
interference has ceased); provided however, that the Party so affected
shall use diligent efforts to avoid or remove such causes of
nonperformance and both Parties shall proceed whenever such causes are
removed or cease.
19. Good Faith Performance. In the performance of their obligation under
this Agreement, the Parties shall act in good faith. In situations in
which notice, consent, approval or similar action by a Party is
permitted or required by any provision of this Agreement, such action
shall not be unreasonably delayed, withheld or conditioned.
20. Governing Law. This Agreement shall be governed by and construed in
accordance with the Telecommunications Act of 1996, applicable federal
and (to the extent not inconsistent therewith) domestic laws of the
state where the services are provided or the facilities reside and
shall be subject to the exclusive jurisdiction of the courts therein.
21. Standard Practices. The Parties acknowledge that GTE shall be adopting
some industry standard practices and/or establishing its own standard
practices to various requirements hereunder applicable to the CLEC
industry which may be added in the Guide. USTELCOM agrees that GTE may
implement such practices to satisfy any GTE obligations under this
Agreement.
22. Headings. The headings in this Agreement are inserted for convenience
and identification only and shall not be considered in the
interpretation of this Agreement.
23. Independent Contractor Relationship. The persons provided by each Party
shall be solely that Party's employees and shall be under the sole and
exclusive direction and control of that Party. They shall not be
considered employees of the other Party for any purpose. Each Party
shall remain an independent contractor with respect to the other and
shall be responsible for compliance with all laws, rules and
regulations involving, but not limited to, employment of labor, hours
of labor, health and safety, working conditions and payment of wages.
Each Party shall also be responsible for payment of taxes, including
federal, state and municipal taxes, chargeable or assessed with respect
to its employees, such as Social Security, unemployment, workers'
compensation, disability insurance, and federal and state withholding.
Each Party shall indemnify the other for any loss, damage, liability,
claim, demand, or penalty that may be sustained by reason of its
failure to comply with this provision.
24. Law Enforcement Interface.
24.1 Except to the extent not available in connection with GTE's
operation of its own business, GTE shall provide seven day a
week/twenty-four hour a day assistance to law
III-6
19
enforcement persons for emergency traps, assistance involving
emergency traces and emergency information retrieval on
customer invoked CLASS services.
24.2 GTE agrees to work jointly with USTELCOM in security matters
to support law enforcement agency requirements for taps,
traces, court orders, etc. Charges for providing such services
for USTELCOM customers will be billed to USTELCOM.
24.3 GTE will, in non emergency situations, inform the requesting
law enforcement agencies that the end-user to be wire tapped,
traced, etc. is a USTELCOM Customer and shall refer them to
USTELCOM.
24.4 Subsequent to the execution and approval of this Agreement by
the Commission, the parties shall establish a separate
contract or authorization agreement specific to the Nuisance
Call Bureau (NCB) and Security Control Center (SCC) for CLEC
procedures which will be in compliance with applicable state
and federal laws.
25. Liability and Indemnity.
25.1 Indemnification. Subject to the limitations set forth in
Section 25.4 of this Article III, each Party agrees to
release, indemnify, defend, and hold harmless the other Party
from all losses, claims, demands, damages, expenses, suits, or
other actions, or any liability whatsoever, including, but not
limited to, costs and attorney's fees, whether suffered, made,
instituted, or asserted by any other party or person, for
invasion of privacy, personal injury to or death of any person
or persons, or for losses, damages, or destruction of
property, whether or not owned by others, proximately caused
by the indemnifying Party's negligence or willful misconduct,
regardless of form of action. The indemnified Party agrees to
notify the other Party promptly, in writing, of any written
claims, lawsuits, or demands for which it is claimed that the
indemnifying Party is responsible under this Section and to
cooperate in every reasonable way to facilitate defense or
settlement of claims. The indemnifying Party shall have
complete control over defense of the case and over the terms
of any proposed settlement or compromise thereof. The
indemnifying Party shall not be liable under this Section for
settlement by the indemnified Party or any claim, lawsuit, or
demand, if the indemnifying Party has not approved the
settlement in advance, unless the indemnifying Party has had
the defense of the claim, lawsuit, or demand tendered to it in
writing and has failed to assume such defense. In the event of
such failure to assume defense, the indemnifying Party shall
be liable for any reasonable settlement made by the
indemnified Party without approval of the indemnifying Party.
25.2 End User and Content-Related Claims. The Indemnifying Party
agrees to release, indemnify, defend, and hold harmless the
other Party, its affiliates, and any third-party provider or
operator of facilities involved in the provision of services
(collectively, the "Indemnified Party") from all losses,
claims, demands, damages, expenses, suits, or other actions,
or any liability whatsoever, including, but not limited to,
costs and attorney's fees, suffered, made, instituted, or
asserted by the Indemnifying Party's end users against an
Indemnified Party arising from services. The Indemnifying
Party further agrees to release, indemnify, defend, and hold
harmless the Indemnified Party from all losses, claims,
demands, damages, expenses, suits, or other actions, or any
liability whatsoever, including, but not limited to, costs and
attorney's fees, suffered, made, instituted, or asserted by
any third party against an Indemnified Party arising from or
in any way related to actual or alleged defamation, libel,
slander, interference with or misappropriation of proprietary
or creative right, or any other injury to any person or
property arising out of content transmitted by the
Indemnifying Party and the Indemnified Party or such Party's
end users, or any other act or omission of the Indemnified
Party or such Party's end users.
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25.3 DISCLAIMER. EXCEPT AS SPECIFICALLY PROVIDED TO THE CONTRARY IN
THIS AGREEMENT, PROVIDER MAKES NO REPRESENTATIONS OR
WARRANTIES TO CUSTOMER CONCERNING THE SPECIFIC QUALITY OF ANY
SERVICES PROVIDED UNDER THIS AGREEMENT. PROVIDER DISCLAIMS,
WITHOUT LIMITATION, ANY WARRANTY OR GUARANTEE OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARISING
FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR FROM USAGES
OF TRADE.
25.4 Limitation of Liability. Each Party's liability, whether in
contract, tort or otherwise, shall be limited to direct
damages, which shall not exceed the monthly charges, plus any
related costs/expenses GTE may recover, including those under
Section 14 above, for the services for the month during which
the claim of liability arose. Under no circumstance shall
either Party be responsible or liable for indirect,
incidental, or consequential damages, including, but not
limited to, economic loss or lost business or profits, damages
arising from the use or performance of equipment or software,
or the loss of use of software or equipment, or any
accessories attached thereto, delay, error, or loss of data.
Should either Party provide advice, make recommendations, or
supply other analysis related to the services described in
this Agreement, this limitation of liability shall apply to
provision of such advice, recommendations, and analysis.
25.5 Intellectual Property. Neither Party shall have any obligation
to defend, indemnify or hold harmless, or acquire any license
or right for the benefit of, or owe any other obligation or
have any liability to, the other based on or arising from any
claim, demand, or proceeding by any third party alleging or
asserting that the use of any circuit, apparatus, or system,
or the use of any software, or the performance of any service
or method, or the provision or use of any facilities by either
Party under this Agreement constitutes direct or contributory
infringement, or misuse or misappropriation of any patent,
copyright, trademark, trade secret, or any other proprietary
or intellectual property right of any third party.
26. Multiple Counterparts. This Agreement may be executed in multiple
counterparts, each of which shall be deemed an original, but all of
which shall together constitute but one and the same document.
27. No Third Party Beneficiaries. Except as may be specifically set forth
in this Agreement, this Agreement does not provide and shall not be
construed to provide third parties with any remedy, claim, liability,
reimbursement, cause of action, or other right or privilege.
28. Notices. Any notice to a Party required or permitted under this
Agreement shall be in writing and shall be deemed to have been received
on the date of service if served personally, on the date receipt is
acknowledged in writing by the recipient if delivered by regular U.S.
mail, or on the date stated on the receipt if delivered by certified or
registered mail or by a courier service that obtains a written receipt.
Upon prior immediate oral agreement of the parties' designated
recipients identified below, notice may also be provided by facsimile,
Internet or electronic messaging system, which shall be effective if
sent before 5:00 p.m. on that day, or if sent after 5:00 p.m. it will
be effective on the next Business Day following the date sent. Any
notice shall be delivered using one of the alternatives mentioned in
this section and shall be directed to the applicable address or
Internet ID indicated below or such address as the Party to be notified
has designated by giving notice in compliance with this section:
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If to GTE: GTE North Incorporated
Contel of the South, Inc., d/b/a GTE Systems of the
South
Attention: Assistant Vice President/Associate
General Counsel
Business Development & Integration
600 Hidden Ridge - HQEWMNOTICES
Xxxxxx, XX 00000
Telephone number: 972/000-0000
Facsimile number: 972/7l8-3403
Internet Address: xxxxxxxxx@xxxxxx.xxx.xxx
and
GTE North Incorporated
Contel of the South, Inc., d/b/a GTE Systems of the
South
Attn: Director-Wholesale Contract Compliance
Network Services
000 Xxxxxx Xxxxx - XXXXXXXXXXXX
Xxxxxx, XX 00000
Telephone Number: 972/000-0000
Facsimile Number: 972/719-1519
Internet Address: xxxxxxxxx@xxxxxx.xxx.xxx
If to USTELCOM: United States Telecommunications, Inc.
Attention: Xx. Xxxxxx Xxxxx, Vice President
00000 X. Xxxxxxxxx, Xxxxx 000
Xxxxx, XX 00000
Telephone Number: 813/000-0000
Facsimile Number: 813/961-1460
29. Protection.
29.1 Impairment of Service. The characteristics and methods of
operation of any circuits, facilities or equipment of either
Party connected with the services, facilities or equipment of
the other Party pursuant to this Agreement shall not interfere
with or impair service over any facilities of the other Party,
its affiliated companies, or its connecting and concurring
carriers involved in its services, cause damage to its plant,
violate any applicable law or regulation regarding the
invasion of privacy of any communications carried over the
Party's facilities or create hazards to the employees of
either Party or to the public (each hereinafter referred to as
an "Impairment of Service").
29.2 Resolution. If either Party causes an Impairment in Service,
the Party whose network or service is being impaired (the
"Impaired Party") shall promptly notify the Party causing the
Impairment of Service (the "Impairing Party") of the nature
and location of the problem and that, unless promptly
rectified, a temporary discontinuance of the use of any
circuit, facility or equipment may be required. The Impairing
Party and the Impaired Party agree to work together to attempt
to promptly resolve the Impairment of Service. If the
Impairing Party is unable to promptly remedy the Impairment of
Service, then the Impaired Party may at its option temporarily
discontinue the use of the affected circuit, facility or
equipment.
30. Publicity. Any news release, public announcement, advertising, or any
form of publicity pertaining to this Agreement, provision of services
pursuant to it, or association of the Parties with respect to provision
of the services described in this Agreement shall be subject to prior
written approval of both GTE and USTELCOM.
31. Regulatory Agency Control. This Agreement shall at all times be subject
to changes, modifications, orders, and rulings by the Federal
Communications Commission and/or the
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applicable state utility regulatory commission to the extent the
substance of this Agreement is or becomes subject to the jurisdiction
of such agency.
32. Changes in Legal Requirements. GTE and USTELCOM further agree that the
terms and conditions of this Agreement were composed in order to
effectuate the legal requirements in effect at the time the Agreement
was produced. Any modifications to those requirements will be deemed to
automatically supersede any terms and conditions of this Agreement.
33. Effective Date. This Agreement will be effective only upon execution by
both Parties and approval by the Commission in accordance with Section
252 of the Act. The "effective date" of this Agreement for such
purposes will be as established by the Commission approval order. The
Parties agree orders for services will not be submitted or accepted
within the first ten (10) business days after the agreement is
effective.
34. Regulatory Matters. Each Party shall be responsible for obtaining and
keeping in effect all FCC, state regulatory commission, franchise
authority and other regulatory approvals that may be required in
connection with the performance of its obligations under this
Agreement.
35. Rule of Construction. No rule of construction requiring interpretation
against the drafting Party hereof shall apply in the interpretation of
this Agreement.
36. Section References. Except as otherwise specified, references within an
Article of this Agreement to a Section refer to Sections within that
same Article.
37. Service Standards.
37.1 The Parties will provide a level of service to each other with
respect to Resale under this Agreement in compliance with the
non-discrimination requirements of the Act. GTE will use
appropriate statistical tests or performance criterion to
include detailed investigation, where required, to verify such
non-discriminatory level of service.
37.2 Each Party may provide input to the various telecommunications
industry forums defining national standards for methods of
quality measurement. Subsequent to adoption of standard
industry measurements the Parties shall work towards
implementing those mutually agreed upon GTE supported
measurements necessary for their quality assurance
relationship of services supplied by GTE. Prior to adoption of
industry guidelines GTE will make available, upon request
through GTE's account management, monthly CLEC standard
reports with comparisons in performance compiled on a rolling
three-month basis.
37.3 The parties will alert each other to any network events that
can result or have resulted in service interruption, blocked
calls, and/or changes in network performance.
38. Severability. If any provision of this Agreement is held by a court or
regulatory agency of competent jurisdiction to be unenforceable, the
rest of the Agreement shall remain in full force and effect and shall
not be affected unless removal of that provision results, in the
opinion of either Party, in a material change to this Agreement. If a
material change as described in this paragraph occurs as a result of
action by a court or regulatory agency, the Parties shall negotiate in
good faith for replacement language. If replacement language cannot be
agreed upon within a reasonable period, either Party may terminate this
Agreement without penalty or liability for such termination upon
written notice to the other Party.
39. Subcontractors. Provider may enter into subcontracts with third parties
or affiliates for the performance of any of Provider's duties or
obligations under this Agreement.
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00. Subsequent Law. The terms and conditions of this Agreement shall be
subject to any and all applicable laws, rules, or regulations that
subsequently may be prescribed by any federal, state or local
governmental authority. To the extent required by any such subsequently
prescribed law, rule, or regulation, the Parties agree to modify, in
writing, the affected term(s) and condition(s) of this Agreement to
bring them into compliance with such law, rule, or regulation.
41. Taxes. Any state or local excise, sales, or use taxes (excluding any
taxes levied on income) resulting from the performance of this
Agreement shall be borne by the Party upon which the obligation for
payment is imposed under applicable law, even if the obligation to
collect and remit such taxes is placed upon the other Party. The
collecting Party shall charge and collect from the obligated Party, and
the obligated Party agrees to pay to the collecting Party, all
applicable taxes, except to the extent that the obligated Party
notifies the collecting Party and provides to the collecting Party
appropriate documentation as GTE requires that qualifies the obligated
Party for a full or partial exemption. Any such taxes shall be shown as
separate items on applicable billing documents between the Parties. The
obligated Party may contest the same in good faith, at its own expense,
and shall be entitled to the benefit of any refund or recovery,
provided that such Party shall not permit any lien to exist on any
asset of the other Party by reason of the contest. The collecting Party
shall cooperate in any such contest by the other Party. The other Party
will indemnify the collecting Party from any sales or use taxes that
may be subsequently levied on payments by the other Party by the
collecting Party.
41.1 Tax - A charge which is statutorily imposed by the state or
local jurisdiction and is either (a) imposed on the seller
with the seller having the right or responsibility to pass the
charge(s) on to the purchaser and the seller is responsible
for remitting the charge(s) to the state or local jurisdiction
or (b) imposed on the purchaser with the seller having an
obligation to collect the charge(s) from the purchaser and
remit the charge(s) to the state or local jurisdiction.
Taxes shall include but not be limited to: federal excise tax,
state/local sales and use tax, state/local utility user tax,
state/local telecommunication excise tax, state/local gross
receipts tax, and local school taxes. Taxes shall not include
income, income-like, gross receipts on the revenue of a
provider, or property taxes. Taxes shall not include payroll
withholding taxes unless specifically required by statute or
ordinance.
41.2 Fees/Regulatory Surcharges - A charge imposed by a regulatory
authority, other agency, or resulting from a contractual
obligation, in which the seller is responsible or required to
collect the fee/surcharge from the purchaser and the seller is
responsible for remitting the charge to the regulatory
authority, other agency, or contracting party.
42. Trademarks and Trade Names. Except as specifically set out in this
Agreement, nothing in this Agreement shall grant, suggest, or imply any
authority for one Party to use the name, trademarks, service marks, or
trade names of the other for any purpose whatsoever.
43. Waiver. The failure of either Party to insist upon the performance of
any provision of this Agreement, or to exercise any right or privilege
granted to it under this Agreement, shall not be construed as a waiver
of such provision or any provisions of this Agreement, and the same
shall continue in full force and effect.
44. TBD Prices. Numerous provisions in this Agreement and its Attachments
refer to pricing principles. If a provision references prices in an
Attachment and there are no corresponding prices in such Attachment,
such price shall be considered "To Be Determined" (TBD). With respect
to all TBD prices, prior to USTELCOM ordering any such TBD item, the
Parties shall meet and confer to establish a price. If the Parties are
unable to reach agreement on a price for such item, an interim price
shall be set for such item that is equal to the price for the nearest
analogous item for which a price has been established (for example, if
there is not an established price for a non recurring charge (NRC) for
a specific service, the Parties would use the NRC for the most
III-11
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analogous retail service for which there is an established price). Any
interim prices so set shall be subject to modification by any
subsequent decision of the Commission. If an interim price is different
from the rate subsequently established by the Commission, any
underpayment shall be paid by USTELCOM to GTE, and any overpayment
shall be refunded by GTE to USTELCOM, within 45 Business Days after the
establishment of the price by the Commission.
45. Amendment of Certain Rates, Terms and Conditions. The Parties agree as
follows with respect to modification of the rates, terms and conditions
initially provided for herein:
The rates, terms and conditions that are specified in Appendix 00X (xxx
"XXX Xxxxx") may be replaced by the rates, terms and conditions from
the GTE/AT&T Interconnection, Resale and Unbundling Agreement (the AT&T
Agreement), respectively, that are specified in Appendix 45B (the "AT&T
Terms") if and when the AT&T Agreement becomes effective after approval
by order of the Commission in Case No. 2180-MA-100. The rates, terms
and conditions that are specified in Appendix 45B (the "AT&T Terms")
shall not take effect for purposes of this Agreement until thirty (30)
days following GTE's receipt of written notice of USTELCOM's election
to replace the specified "GTE Terms" with the specified "AT&T Terms",
which notice may be given no earlier than the date the AT&T Agreement
is approved by the Commission and effective. GTE and USTELCOM agree
that if the "AT&T Terms" are deemed to be unlawful, or are stayed,
enjoined or otherwise modified, in whole or in part, by a court or
commission of competent jurisdiction, then this Agreement shall be
deemed to have been amended accordingly, by modification of the "AT&T
Terms" or, as appropriate, the substitution of "GTE Terms" for all
stayed or enjoined "AT&T Terms", and such amendment shall be effective
retroactive to the Effective Date of the "AT&T Terms."
GTE and USTELCOM further agree that the terms and conditions of this
Agreement reflect certain requirements of the FCC's First Report and
Order in CC Docket No. 96-98. The terms and conditions of this
Agreement shall be subject to any and all actions by any court or other
governmental authority that invalidate, stay, vacate or otherwise
modify the FCC's First Report and Order, in whole or in part
("action"). To the extent warranted by any such action, the parties
agree that this Agreement shall be deemed to have been modified
accordingly as in the first paragraph of this Section 45. The parties
agree to immediately apply any affected terms and conditions, including
any in other sections and articles of this Agreement consistent with
such action, and within a reasonable time incorporate such modified
terms and conditions in writing into the Agreement. If the AT&T Terms
are affected by such action and GTE determines they cannot be
consistently applied therewith, the GTE Terms shall apply. USTELCOM
acknowledges that GTE may seek to enforce such action before a
commission or court of competent jurisdiction. GTE does not waive any
position regarding the illegality or inappropriateness of the FCC's
First Report and Order.
The rates, terms and conditions (including rates which may be
applicable under true-up) specified in both the "GTE Terms" and the
"AT&T Terms" are further subject to amendment, retroactive to the
Effective Date of the Agreement, to provide for charges or rate
adjustments resulting from future Commission or other proceedings,
including but not limited to any generic proceeding to determine GTE's
unrecovered costs (e.g., historic costs, contribution, undepreciated
reserve deficiency, or similar unrecovered GTE costs (including GTE's
end user surcharge)), the establishment of a competitively neutral
universal service system, or any appeal or other litigation.
If the Commission (or any other commission or federal or state court)
in reviewing this Agreement pursuant to applicable state or federal
laws, including Section 252(e) of the Telecommunications Act of 1996,
deletes or modifies in any way this Section 45, USTELCOM agrees that
this entire Agreement is void and will not become effective, and
USTELCOM agrees to withdraw this Agreement from consideration by the
Commission (or any other commission or federal or state court).
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ARTICLE IV
GENERAL RULES GOVERNING RESOLD SERVICES
1. General. General regulations, terms and conditions governing rate
applications, technical parameters, service availability, definitions
and feature interactions, as described in the appropriate GTE
intrastate local, toll and access tariffs, apply to retail services
made available by GTE to USTELCOM for resale provided by GTE to
USTELCOM, when appropriate, unless otherwise specified in this
Agreement. As applied to services under this Agreement, the term
"Customer" contained in the GTE Retail Tariff shall be deemed to mean
"USTELCOM" as defined in this Agreement.
2. Liability of GTE.
2.1 Inapplicability of Tariff Liability. GTE's general liability,
as described in the GTE Retail Tariff, does not extend to
USTELCOM's customers or any other third party. Liability of
GTE to USTELCOM resulting from any and all causes arising out
of services, or any other items relating to this Agreement
shall be governed by the liability provisions contained in
this Agreement and no other liability whatsoever shall attach
to GTE. GTE shall be liable for the individual services,
facilities or elements that it separately provides to USTELCOM
and shall not be liable for the integration of components
combined by USTELCOM.
2.2 USTELCOM Tariffs or Contracts. USTELCOM shall, in its tariffs
or other contracts for services provided to its end users
using services obtained from GTE, provide that in no case
shall GTE be liable to USTELCOM's end users or any third
parties for any indirect, special or consequential damages,
including, but not limited to, economic loss or lost business
or profits, whether foreseeable or not, and regardless of
notification by USTELCOM of the possibility of such damages
and USTELCOM shall indemnify and hold GTE harmless from any
and all claims, demands, causes of action and liabilities
based on any reason whatsoever from its customers as provided
in this Agreement. Nothing in this Agreement shall be deemed
to create a third-party beneficiary relationship with
USTELCOM's end users.
2.3 No Liability for Errors. GTE is not liable for mistakes that
appear in GTE's listings, 911 and other information databases,
or for incorrect referrals of end users to USTELCOM for any
ongoing USTELCOM service, sales or repair inquiries, and with
respect to such mistakes or incorrect referrals, USTELCOM
shall indemnify and hold GTE harmless from any and all claims,
demands, causes of action and liabilities whatsoever,
including costs, expenses and reasonable attorney's fees
incurred on account thereof, by third parties, including
USTELCOM's end users or employees. For purposes of this
Section 2.3, mistakes and incorrect referrals shall not
include matters arising out of the willful misconduct of GTE
or its employees or agents.
3. Unauthorized Changes.
3.1 Procedures. If USTELCOM submits an order for resold services
under this Agreement in order to provide service to an end
user that at the time the order is submitted is obtaining its
local services from GTE or another LEC using GTE resold
services, and the end user notifies GTE that the end user did
not authorize USTELCOM to provide local exchange services to
the end user, USTELCOM must provide GTE with written
documentation of authorization from that end user within
thirty (30) Business Days of notification by GTE. If USTELCOM
cannot provide written documentation of authorization within
such time frame, USTELCOM must within three (3) Business Days
thereafter:
(a) notify GTE to change the end user back to the LEC
providing service to the end user before the change
to USTELCOM was made; and
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(b) provide any end user information and billing records
USTELCOM has obtained relating to the end user to the
LEC previously serving the end user; and
(c) notify the end user and GTE that the change back to
the previous LEC has been made.
Furthermore, GTE will xxxx USTELCOM fifty dollars ($50.00) per
affected line to compensate GTE for switching the end user
back to the original LEC.
4. Impact of Payment of Charges on Service. USTELCOM is solely responsible
for the payment of all charges for all services, facilities and
elements furnished under this Agreement, including, but not limited to,
calls originated or accepted at its or its end-users' service
locations. If USTELCOM fails to pay when due any and all charges billed
to USTELCOM under this Agreement, including any late payment charges
(collectively, "unpaid charges"), and any or all such charges remain
unpaid more than forty-five (45) calendar days after the xxxx date of
such unpaid charges excepting previously disputed charges for which
USTELCOM may withhold payment, GTE shall notify USTELCOM in writing
that it must pay all unpaid charges to GTE within seven (7) Business
Days. If USTELCOM disputes the billed charges, it shall, within said
seven (7) day period, inform GTE in writing of which portion of the
unpaid charges it disputes, including the specific details and reasons
for the dispute, unless such reasons have been previously provided, and
shall immediately pay to GTE all undisputed charges. If USTELCOM and
GTE are unable, within thirty (30) Business Days thereafter, to resolve
issues related to the disputed charges, then either USTELCOM or GTE may
file a request for arbitration under Article III of this Agreement to
resolve those issues. Upon resolution of any dispute hereunder, if
USTELCOM owes payment it shall make such payment to GTE with any late
payment charge under Article III, Section 7.2, from the original
payment due date. If USTELCOM owes no payment, but has previously paid
GTE such disputed payment, then GTE shall credit such payment including
any late payment charges. If USTELCOM fails to pay any undisputed
unpaid charges, USTELCOM shall, at its sole expense, within five (5)
Business Days notify its end-users that their service may be
disconnected for USTELCOM's failure to pay unpaid charges, and that its
end-users must select a new provider of local exchange services. GTE
may discontinue service to USTELCOM upon failure to pay undisputed
charges as provided in this Section 4, and shall have no liability to
USTELCOM or USTELCOM's end-users in the event of such disconnection. If
USTELCOM fails to provide such notification or any of USTELCOM's
end-users fail to select a new provider of services within the
applicable time period, GTE may provide local exchange services to
USTELCOM's end-users under GTE's applicable end-user tariff at the then
current charges for the services being provided. In this circumstance,
otherwise applicable service establishment charges will not apply to
USTELCOM's end-user, but will be assessed to USTELCOM.
5. Unlawful Use of Service. Services provided by GTE pursuant to this
Agreement shall not be used by USTELCOM or its end users for any
purpose in violation of law. USTELCOM, and not GTE, shall be
responsible to ensure that USTELCOM and its end users use of services
provided hereunder comply at all times with all applicable laws. GTE
may refuse to furnish service to USTELCOM or disconnect particular
services provided under this Agreement to USTELCOM or, as appropriate,
USTELCOM's end user when (i) an order is issued by a court of competent
jurisdiction finding that probable cause exists to believe that the use
made or to be made of the service is prohibited by law or (ii) GTE is
notified in writing by a law enforcement agency acting within its
jurisdiction that any facility furnished by GTE is being used or will
be used for the purpose of transmitting or receiving gambling
information in interstate or foreign commerce in violation of law.
Termination of service shall take place after reasonable notice is
provided to USTELCOM, or as ordered by the court. If facilities have
been physically disconnected by law enforcement officials at the
premises where located, and if there is not presented to GTE the
written finding of a court, then upon request of USTELCOM and agreement
to pay restoral of service charges and other applicable service
charges, GTE shall promptly restore such service.
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6. Timing of Messages. With respect to GTE resold measured rate local
service(s), chargeable time begins when a connection is established
between the calling station and the called station. Chargeable time
ends when the calling station "hangs up," thereby releasing the network
connection. If the called station "hangs up" but the calling station
does not, chargeable time ends when the network connection is released
by automatic timing equipment in the network.
7. Procedures For Preordering, Ordering, Provisioning, Etc. Certain
procedures for preordering, ordering, provisioning, maintenance and
billing and electronic interfaces for many of these functions are
described in Appendix B. In accordance with Appendix B, GTE will not
process resale or unbundled network element orders until the USTELCOM
Profile has been completed and returned; and, if required, an advanced
deposit paid. All costs and expenses for any new or modified electronic
interfaces USTELCOM requires that GTE determines are Currently
Available and GTE agrees to develop will be paid by USTELCOM pursuant
to Appendix B. The schedule for implementation of any new or modified
electronic interfaces will be developed by GTE according to industry
standards and will be based upon the amount of work needed to design,
test and implement the new or modified interface.
8. Letter of Authorization
8.1 GTE will not release the Customer Service Record (CSR)
containing Customer Priority Network Information (CPNI) to
USTELCOM on GTE end user customer accounts unless USTELCOM
first provides to GTE a written Letter of Authorization (LOA),
signed by the end user customer, authorizing the release of
such information to USTELCOM or if state or federal law
provides otherwise, in accordance with such law.
8.2 An LOA will be required before GTE will process an order for
services provided in cases in which the subscriber currently
receives Exchange Service from GTE or from a local service
provider other than USTELCOM. Such LOA may be a blanket LOA or
such other form as agreed upon between GTE and USTELCOM.
9. Customer Contacts. Except as otherwise provided in this Agreement or as
agreed to in a separate writing by USTELCOM, USTELCOM shall provide the
exclusive interface with USTELCOM's end user customers in connection
with the marketing or offering of USTELCOM services. Except as
otherwise provided in this Agreement, in those instances in which GTE
personnel are required pursuant to this Agreement to interface directly
with USTELCOM's end-users, such personnel shall not identify themselves
as representing GTE. All forms, business cards or other business
materials furnished by GTE to USTELCOM end users shall be generic in
nature. In no event shall GTE personnel acting on behalf of USTELCOM
pursuant to this Agreement provide information to USTELCOM end users
about GTE products or services unless otherwise authorized by USTELCOM.
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ARTICLE V
RESALE OF SERVICES
1 General. The purpose of this Article V is to define the Exchange
Services and related Vertical Features and other services (collectively
referred to for purposes of this Article V as the "services") that
may be purchased from GTE and resold by USTELCOM and the terms and
conditions applicable to such resold services. Except as specifically
provided otherwise in this Agreement, provisioning of Exchange Services
for resale will be governed by the GTE Guide. GTE will make available
to USTELCOM for resale any Telecommunications Service that GTE
currently offers, or may offer hereafter, on a retail basis to
subscribers that are not telecommunications carriers, except as
qualified by Section 2.1 below.
2. Terms and Conditions.
2.1 Restrictions on Resale. The following restrictions shall apply
to the resale of retail services by USTELCOM.
2.1.1 USTELCOM shall not resell to one class of customers a
service that is offered by GTE only to another class
of customers in accordance with state requirements
(e.g., R-1 to B-1, disabled services or lifeline
services to non-qualifying customers).
2.1.2 USTELCOM shall not resell lifeline services and
services for the disabled.
2.1.3 USTELCOM shall not resell promotional offerings of 90
days or less in duration. These promotional offerings
are not available to USTELCOM for resale. GTE will
apply any applicable resale discount to the ordinary
rate for a retail service rather than the special
promotional rate.
2.2 Interim Universal Service Support Charge for Resale Services.
USTELCOM wishes to resell GTE's Basic Exchange Residential and
Business services. It is GTE's position that GTE's current
intraLATA toll rates include implicit subsidies that support
below-cost prices for other services and thus promote
universal service. This universal service support is lost
where a CLEC resells GTE's local service but does not resell
GTE's intraLATA toll service. For this reason, GTE will not
resell Basic Exchange Residential or Business services unless
USTELCOM pays the monthly interim universal service support
charge set forth in Appendix A. GTE believes that this interim
surcharge is required by state and federal law.
The lawfulness of GTE's interim surcharge is being addressed
(or will be addressed) by the Commission or a court of
competent jurisdiction. The parties agree that GTE will offer
for resale Basic Local Exchange Residential and Business
services at the avoided cost discount rate set forth in
Appendix A without the interim surcharge, but subject to the
following terms and conditions:
2.2.1 USTELCOM agrees that within thirty (30) days after
the effective date of a Commission or court order
affirming GTE's interim surcharge, USTELCOM will (i)
begin paying the monthly interim surcharge in accord
with Appendix A, and (ii) make a lump sum payment to
GTE of the total interim surcharges retroactive to
the effective date of this agreement.
2.2.2 Notwithstanding any provision in this Agreement, GTE
may, at its sole discretion and at any time, seek
injunctive or other relief (i) requiring the CLEC to
pay GTE's interim surcharge or (ii) requiring the
Commission to immediately impose the interim
surcharge.
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2.2.3 Nothing in this Agreement shall restrict or impair
GTE from seeking injunctive relief or any other
remedy at any time and in any court regarding GTE's
interim surcharge or the Commission's rejection or
modification of GTE's interim surcharge.
2.3 Restrictions on Discount of Retail Services. The discount
specified in Section 5.3 herein shall apply to all retail
services except for the following:
2.3.1 USTELCOM may resell services that are provided at a
volume discount in accordance with terms and
conditions of applicable tariff. USTELCOM shall not
aggregate end user lines and/or traffic in order to
qualify for volume discount.
2.3.2 USTELCOM may resell ICB/Contract services without a
discount and only to end user customers that already
have such services.
2.3.3 USTELCOM may resell COCOT coin or coinless line,
however, no discount applies.
2.3.4 USTELCOM may resell special access; however, no
discount applies.
2.3.5 USTELCOM may resell operator services and directory
assistance as specified in Section 5.6 herein;
however, no discount applies.
2.4 Resale to Other Carriers. Services available for resale may
not be used by USTELCOM to provide access to the local network
as an alternative to tariffed switched and special access by
other carriers, including, but not limited to: interexchange
carriers, wireless carriers, competitive access providers, or
other retail telecommunications providers.
3. Ordering and Billing.
3.1 Local Service Request. Orders for resale of services will be
placed utilizing standard Local Service Request (LSR) forms.
GTE will continue to participate in industry forums for
developing service order/disconnect order formats and will
incorporate appropriate industry standards. Complete and
accurate LSR forms (containing the requisite end user
information as described in the Guide) must be provided by
USTELCOM before a request can be processed.
3.1.1 GTE will accept orders for As-Is Transfer (AIT) of
services from GTE to USTELCOM where GTE is the end
user's current local exchange company. GTE cannot
provide an AIT of service from another CLEC selling
GTE's services to USTELCOM.
3.2 Certificate of Operating Authority. When ordering, USTELCOM
must represent and warrant to GTE that it is a certified
provider of local dial-tone service. USTELCOM will provide a
copy of its Certificate of Operating Authority or other
evidence of its status to GTE upon request.
3.3 Directory Assistance (DA) Listings. GTE shall include a
USTELCOM customer listing in its DA database as part of the
LSR process. GTE will honor USTELCOM Customer's preferences
for listing status, including non-published and unlisted, and
will enter the listing in the GTE database which is used to
perform DA functions as it appears on the LSR.
3.4 Nonrecurring Charges. USTELCOM shall be responsible for the
payment of all nonrecurring charges (NRCs) applicable to
resold services (e.g., installation, changes,
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ordering charges) as listed in Appendix A. In addition, NRCs
for Field Service work (Installation/Repair requiring on site
visits will be charged from the appropriate tariff. No
discount applies to nonrecurring charges.
3.5 Transfers Between USTELCOM and Another Reseller of GTE
Services. When USTELCOM has obtained an end user customer from
another reseller of GTE services, USTELCOM will inform GTE of
the transfer by submitting standard LSR forms to GTE.
3.5.1 GTE cannot accept an order for AIT of service from one CLEC
reselling GTE services to another reseller of GTE services.
3.6 Local Calling Detail. Except for those services and in those
areas where measured rate local service is available to end
users, monthly billing to USTELCOM does not include local
calling detail. However, USTELCOM may request and GTE shall
consider developing the capabilities to provide local calling
detail in those areas where measured local service is not
available for a mutually agreeable charge.
3.7 Procedures. An overview of the procedures for preordering,
ordering, provisioning and billing for resold services are
outlined in Appendix B, attached hereto and made a part
hereof.
3.8 LIDB. For resale services, the LSR will generate updates to
GTE's LIDB for validation of calling card, collect, and third
number billed calls.
3.9 Originating Line Number Screening (OLNS). Upon request, GTE
will update the database to provide OLNS which indicates to an
operator the acceptable billing methods for calls originating
from the calling number (e.g., penal institutions, COCOTS).
4. Maintenance.
4.1 Maintenance, Testing and Repair. GTE will provide repair and
maintenance services to USTELCOM and its end user customers
for resold services in accordance with the same standards and
charges used for such services provided to GTE end user
customers. GTE will not initiate a maintenance call or take
action in response to a trouble report from a USTELCOM end
user until such time as trouble is reported to GTE by
USTELCOM. USTELCOM must provide to GTE all end user
information necessary for the installation, repair and
servicing of any facilities used for resold services according
to the procedures described in the Guide.
4.2 Specifics and Procedures for Maintenance. An overview of the
procedures for maintenance of resold services and additional
matters agreed to by the Parties concerning maintenance are
set forth in Appendix B.
5. Services Available for Resale.
5.1 Description of Local Exchange Services Available for Resale.
Resold basic Exchange Service includes, but is not limited to,
the following elements:
(a) Voice Grade Local Exchange Access Line - includes a
telephone number and dial tone.
(b) Local Calling - at local usage measured rates if
applicable to the end user customer.
(c) Access to long distance carriers
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(d) E-911 Emergency Dialing
(e) Access to Service Access Codes - e.g., 800, 888, 900
(f) Use of AIN Services (those Currently Available to end
users)
(g) End-User Private Line Services
(h) Listing of telephone number in appropriate "white
pages" directory; and
(i) Copy of "White Pages" and "Yellow Pages" directories
for the appropriate GTE service area
(j) IntraLATA toll
5.2 Other Services Available for Resale. GTE will provide resold services
at retail less the avoided cost discount as defined in Article V,
Section 5.3. Subject to the limitations enumerated in Article V of this
Agreement, the type of resold services made available to USTELCOM are
those telecommunication services described in GTE's retail tariffs, as
amended from time to time. Any new retail services that GTE offers in
such tariffs to customers who are not telecommunications carriers may
also be available to USTELCOM for resale under the same terms and
conditions contained in this Agreement.
5.2.1 Promotional Services. GTE shall make available for resale,
those promotional offerings that are greater than 90 days in
duration and the special promotional rate will be subject to
the applicable resale discount.
5.3 Rates. The prices charged to USTELCOM for local services shall be
calculated as follows:
5.3.1 Avoided Cost Discount as shown on Appendix A shall apply to
all retail services except those services listed in Section
2.1 and Section 2.3 herein.
5.3.2 The discount dollar amount calculated under Section 5.3.1
above will be deducted from the retail rate.
5.3.3 The resulting rate is the resale rate.
5.4 Grandfathered Services. Services identified in GTE Tariffs as
grandfathered in any manner are available for resale only to end user
customers that already have such grandfathered service. An existing end
user customer may not move a grandfathered service to a new service
location. Grandfathered services are subject to a resale discount.
5.5 Access. GTE retains all revenue due from other carriers for access to
GTE facilities, including both switched and special access charges.
5.6 Operator Services (OS) and Directory Assistance (DA). OS for local and
toll assistance (for example, call completion, busy line verification
and emergency interruption) and DA (e.g., 411 calls) are provided as a
part of Exchange Services offered for resale. GTE may brand this
service as GTE. USTELCOM will be billed in accordance with GTE's retail
tariff.
5.6.1 If USTELCOM requests branding or unbranding, GTE will provide
such unbranding or rebranding with USTELCOM's name.
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5.6.2 USTELCOM will be billed a charge for unbranding or rebranding
and customized routing.
5.6.3 For those offices that USTELCOM has requested GTE to rebrand
and/or unbrand OS and DA, GTE will provide it where GTE
performs its own OS and DA service subject to capability and
capacity limitations where customized routing is Currently
Available. If GTE uses a third-party contractor to provide OS
or DA, GTE will not provide branding nor will GTE negotiate it
with a third party on behalf of USTELCOM. USTELCOM must
negotiate with the third party. In these instances, USTELCOM
will need to purchase customized routing and dedicated
trunking to differentiate its OS/DA traffic from GTE's.
6. Misdirected Calls. The Parties will employ the following procedures for
handling any misdirected calls (e.g., Business office, repair bureau,
etc.).
6.1 To the extent the correct provider can be determined, each
Party will refer misdirected calls to the proper provider of
local exchange service. When referring such calls, both
Parties agree to do so in a courteous manner at no charge.
6.2 For misdirected repair calls, the Parties will provide their
respective repair bureau contact number to each other on a
reciprocal basis and provide the end user the correct contact
number.
6.3 In responding to misdirected calls, neither Party shall make
disparaging remarks about each other, nor shall they use these
calls as a basis for internal referrals or to solicit end
users or to market services.
7. 911-II/E911 Arrangements.
7.1 Description of Service. Where GTE is the 911 service provider,
GTE shall provide 911 Service as described in this Section as
an element of local exchange services available for resale.
7.1.1 GTE will provide 911 map as described in Appendix C.
7.2 Cooperation and Level of Performance. The Parties agree to
provide access to 911/E911 in a manner that is transparent to
the end user. The Parties will work together to facilitate the
prompt, reliable and efficient level of performance that will
provide the same grade of service as that which GTE provides
to its own end users.
7.3 Updates to Master Street Address Guide (MSAG). It shall be the
responsibility of USTELCOM to ensure that the address of each
of its end users is included in the MSAG. Where GTE is the
lead telco, GTE will accept address records provided on
USTELCOM's LSR. GTE and USTELCOM will work together to develop
the process by which LSR errors out of the MSAG will be
handled, with appropriate cost recovery to GTE. Where GTE is
not the lead telco, GTE has no action and USTELCOM must
establish a separate relationship with the lead telco to
submit records for MSAG validation. Where GTE is the lead
telco, it will have a copy of the MSAG and will provide a copy
to USTELCOM upon request at the rate in Appendix C.
7.4 Updates to Database. The 911/E911 database will be updated
with USTELCOM's end user 911/E911 information. If USTELCOM
provides its updated data to GTE as frequently as does GTE's
internal systems, the update will be as timely. In any case,
GTE will not update the ALI database any later than one
working day subsequent to receipt of data from USTELCOM.
V-5
33
7.5 Compensation.
7.5.1 In situations in which GTE is responsible for
maintenance of the 911/E-911 database and can be
compensated for maintaining USTELCOM's information by
the 911 district, GTE will seek such compensation
from the 911 district. GTE will seek compensation
from USTELCOM only if and to the extent that GTE is
unable to obtain such compensation from the 911
district.
7.5.2 Compensation to GTE for provision of services it
provides USTELCOM hereunder shall be according to
reasonable rates developed by GTE and agreed upon by
USTELCOM.
7.6 Liability. GTE will not be liable for errors with respect to
911/E911 services except for its gross negligence as
addressed in applicable tariffs.
8. Dialing Format Changes. GTE will provide reasonable notification to
USTELCOM of changes to local dialing format, i.e., 7 to 10 digit, by
end office.
V-6
34
IN WITNESS WHEREOF, each Party has executed this Agreement to be effective as of
the date first above written.
GTE NORTH Incorporated UNITED STATES TELECOMMUNICATIONS,
AND CONTEL OF THE SOUTH, I
INCORPORATED d/b/a GTE SYSTEMS
OF THE SOUTH
By By \s\ Xxxxxx Xxxxx
------------------------------------------- ---------------------------------------------
Name Name Xxxxxx Xxxxx
----------------------------------------- -------------------------------------------
Title Title Vice President
---------------------------------------- ------------------------------------------
Date Date 12/23/98
----------------------------------------- -------------------------------------------
/s/ Xxxxxx Xxxx
---------------
12-18-98
35
APPENDIX A
SERVICES AVAILABLE FOR RESALE
General. The rates contained in this Appendix A are based upon an avoided cost
discount from GTE's retail rates as provided in Article V, Section 5.3 of the
Agreement to which this Appendix A is attached. The avoided cost discount is
based upon GTE's most current available cost studies and are subject to change
resulting from future Commission or other proceedings, including but not limited
to any generic proceeding to determine GTE's unrecovered costs (e.g., historic
costs, contribution, undepreciated reserve deficiency, or similar unrecovered
GTE costs (including GTE's interim Universal Service Support Surcharge)), the
establishment of a competitively neutral universal service system, or any appeal
or other litigation.
GTE assesses a separate interim universal service fund surcharge for resale of
Basic Local Exchange Residential and Business Services at the avoided cost
discount set forth to provide continued universal service support that is
implicit in GTE's current retail services prices. This surcharge is being
addressed (or will be addressed) by the Commission or a court of competent
jurisdiction. The parties agree that GTE will offer for resale Basic Local
Exchange Residential and Business Services set forth in Appendix A without the
interim surcharge, but subject to the following terms and conditions:
A. USTELCOM agrees that within thirty (30) days after the
effective date of a Commission or court order affirming GTE's
interim surcharge, USTELCOM will (i) begin paying the monthly
interim surcharge in accord with Appendix C, and (ii) make a
lump sum payment to GTE of the total interim surcharges
retroactive to the effective date of this Agreement.
B. Notwithstanding any provision in this Agreement, GTE may, at
its sole discretion and at any time, seek injunctive or other
relief (i) requiring USTELCOM to pay GTE's interim surcharge
or (ii) requiring the Commission to immediately impose the
interim surcharge.
C. Nothing in this Agreement shall restrict or impair GTE from
seeking injunctive relief or any other remedy at any time and
in any court regarding GTE's interim surcharge or the
Commission's rejection or modification of GTE's interim
surcharge.
The avoided cost discount is 15.8% with OS/DA; 16.76% without OS/DA.
NON-RECURRING CHARGES FOR RESALE SERVICES
Initial Service Order (per order) $47.25
Transfer of Service Charges (per order) $24.00
Subsequent Service Order (per order) $24.00
Customer Service Record Research (per request) $ 5.25
Resale Line Installation (per line) $21.75
Outside Facility Connection Charge* $51.00
* Per Tariff: This charge will apply when field work is required for
establishment of new resale service. The terms, conditions and rates that apply
for this work are described in GTE's retail local service tariffs.
UNIVERSAL SERVICE FUND (USF) SUPPORT SURCHARGE
Residential (per line) $ 4.65
Business (per line) $ 1.54
X-0
00
XXXXXXXX X
SERVICE ORDERING, PROVISIONING, BILLING AND MAINTENANCE
1. Service Ordering, Service Provisioning, and Billing Systems Generally.
The following describes generally the operations support systems that
GTE will use and the related functions that are available for ordering,
provisioning and billing for resold services. Except as specifically
provided otherwise in this Agreement, service ordering, provisioning,
billing and maintenance shall be governed by the GTE Guide. Before
orders can be taken, the USTELCOM Profile must be completed and
returned; and, if required, an advanced deposit paid. USTELCOM will
provide GTE with its Operating Company Number (OCN) and Company Code
(CC) as follows:
(a) USTELCOM must provide its OCN (four-digit alpha-numeric
assigned by NECA or number administrator) on the USTELCOM
Profile. The GTE Guide provides the necessary information for
USTELCOM to contact NECA to obtain the OCN. There are no
optional fields on the Profile.
(b) Before the LSR and Directory Service Request (DSR) order forms
can be processed USTELCOM must provide the OCN and Customer
Carrier Name Abbreviation (CCNA).
1.1 Operations Support Systems for Resold Services
1.1.1 USTELCOM will also be able to order services for
resale, as well as interim number portability,
directly from GTE through an electronic interface. To
initiate an order for these services, USTELCOM will
submit a Local Service Request ("LSR") from its data
center to GTE's Data Center using an electronic NDM
interface. If no NDM interface exists or if USTELCOM
chooses to establish a separate NDM interface,
USTELCOM must request an NDM facility. For new
entrants that elect not to interface electronically,
GTE will accommodate submission of LSR orders by
E-mail, Internet or a dial NDM arrangement. An LSR is
very similar to an ASR, except that it will be used
exclusively for line-side interconnection requests.
GTE will transfer LSRs to GTE's NOMC centralized
service order processing center electronically.
1.1.2 Most LSRs will be used either to transfer an existing
GTE customer to USTELCOM or to request service for a
new customer who is not an existing GTE customer.
Depending on the situation, different information
will be required on the LSR. LSRs for a conversion of
a GTE local customer to USTELCOM must include
information relating to all existing, new and
disconnected services for that customer, including
the customer's name, type of service desired,
location of service and features or options the
customer desires. USTELCOM will be able to obtain
this customer information after GTE has received the
customer's written consent as specified in Article
IV, Section 8. For service to a new customer who is
not an existing GTE customer, the LSR must contain
the customer's name, service address, service type,
services, options, features and Services data. If
known, the LSR should include the telephone number
and due date/desired due date.
1.1.3 While USTELCOM would have its own customer
information and may have the SAG/GTE products on tape
from GTE, USTELCOM would not have the due date or new
telephone number for new customers since that
information is contained in GTE's systems. Therefore,
a process is required to provide this information to
USTELCOM. GTE itself does not have uniform access to
this information electronically. Until GTE and
USTELCOM have agreed and established electronic
interfaces, USTELCOM agrees that an 800 number is the
method that
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37
will be used. The 800 telephone number will connect
USTELCOM directly to GTE's NOMC service
representatives. When USTELCOM receives a request for
basic services from a new local service customer,
USTELCOM will call GTE's NOMC through the 800 number,
and, while the new customer is on hold, GTE will
provide the due date for service and the new
telephone number for that customer. At the same time,
USTELCOM will give GTE the new customer's name,
service address and type of requested service (i.e.,
R1, Bl). GTE will enter that information into its
SORCES or SOLAR service ordering systems to be held
in suspense until USTELCOM sends the confirming LSR.
USTELCOM will then return to its customer holding on
the line and provide the due date and new telephone
number.
1.1.4 After concluding the telephone call with the new
customer, USTELCOM will complete a confirming LSR for
the new service and send it electronically to GTE's
data center for processing. Upon receipt, GTE will
match the LSR with the service order suspended in
GTE's system, and if there is a match, GTE will
process the LSR. After the LSR is processed, GTE will
transmit confirmation electronically to USTELCOM
through the NDM that the LSR has been processed,
providing a record of the telephone number and due
date. USTELCOM will be required to submit the
confirming LSR by 12:00 p.m. each day local time, as
defined by the location of the service address. If
USTELCOM fails to submit the LSR in a timely manner,
the suspended LSR will be considered in jeopardy, at
which time GTE will assign a new due date upon
receipt of the delayed LSR for such customer requests
and notify USTELCOM of the change.
1.1.5 Number assignments and due date schedules for
services other than single line service and xxxx
groups up to 12 lines will be assigned within
approximately twenty-four (24) hours after GTE's
receipt of the LSR using the standard Local Service
Confirmation ("LSC") report sent electronically to
USTELCOM over the NDM, thereby providing a record
of the newly established due date. An exception would
be a multi-line xxxx group for 12 lines or fewer.
The other numbers then will be provided through the
normal electronic confirmation process.
1.1.6 The processing of specifically requested telephone
numbers (called "vanity numbers") is as follows. GTE
will work with USTELCOM on a real time interface to
process vanity numbers while USTELCOM's customer is
still on the line. If a number solution can be
established expeditiously, it will be done while the
customer is still on the line. If extensive time will
be required to find a solution, GTE service
representatives will work with USTELCOM
representatives off line as GTE would for its own
customers. For all of this, the basic tariff
guidelines for providing telephone numbers will be
followed.
1.1.7 Once the order for resold service is established, it
is moved for provisioning to the next system level.
Here, GTE will validate and process the LSR to
establish an account for USTELCOM and, if GTE
continues to provide some residual services to the
customer, GTE will maintain a GTE account. In GTE's
system, GTE's account is called the Residual Account
and USTELCOM's account is referred to as the USTELCOM
Account. If any engineering for the service is
necessary, the account would be distributed to the
SSCC. Otherwise, it will be distributed for facility
assignment.
1.1.8 With the account established and any engineering and
facility assignment complete, GTE then will transmit
electronically a record to GTE's CZT field personnel
if physical interconnection or similar activity is
required. The CZTs will provision the service and
then electronically confirm such provision in the
SOLAR/SORCES system when completed. The accounts then
will be
B-2
38
transmitted to GTE's Customer Billing Services System
("CBSS"). GTE shall provide to USTELCOM a service
completion report. Call records for actual service
provided to USTELCOM's customers on GTE facilities
will be transmitted from GTE's switches through some
usage rating systems (BIP, UMS), screened and
eventually delivered to CBSS for the generation of
bills.
1.1.9 CBSS is a different system than CABS, and it is the
one that GTE will utilize to produce the required
bills for resold services and local number
portability. CBSS will create a xxxx to USTELCOM for
resold services along with a summary xxxx master.
Daily unrated records for intraLATA toll usage and
local usage (incollect usage data will be provided on
rated basis) on USTELCOM's accounts will be generated
and transmitted electronically to USTELCOM.
1.1.10 On resold accounts, GTE will provide usage in EMR
format per existing file exchange schedules. The
usage billing will be in agreed upon level of detail
for USTELCOM to issue a xxxx to its end users.
1.1.11 GTE will provide USTELCOM with detailed monthly
billing information in a paper format until an agreed
upon Electronic Data Interchange 811 electronic xxxx
format is operational.
1.1.12 State or sub-state level billing will include up to
ten (10) summary xxxx accounts.
1.1.13 GTE accepts USTELCOM's control reports and agrees to
utilize industry standard return codes for unbillable
messages. Transmission will occur via the NDM. Tape
data will conform to Attachment "A" of the LRDTR.
Data will be delivered Monday through Friday except
for Holidays as agreed. Data packages will be tracked
by invoice sequencing criteria. GTE contacts will be
provided for sending/receiving usage files.
1.1.14 GTE will retain data backup for 45 Business Days. To
the extent USTELCOM requires a longer retention
period, USTELCOM shall reimburse GTE for all
expenses related to that retention.
1.1.15 In addition to the LSR delivery process, USTELCOM
will distribute DA and directory listing information
(together sometimes referred to hereafter as "DA/DL
information") to GTE via the LSR ordering process
over the NDM. GTE will provide listings service via
its "listing continuity" offering.
1.1.16 Charges and credits for PIC changes ordered via an
LSR will appear on the resale xxxx. As USTELCOM
places a request for a PIC change via LSR, the
billing will be made on USTELCOM account associated
with each individual end user. GTE will process all
PIC changes from IXCs that are received for USTELCOM
end users by rejecting back to the IXC with the
USTELCOM OCN. Detail is provided so that USTELCOM can
identify the specific charges for rebilling to its
end user.
1.1.17 CMDS. The parties will provide for the distribution
of intraLATA CMDS incollect messages and/or selected
local measured service messages as follows:
1.1.17.1 Messages to be Screened. GTE receives CMDS I
transmissions containing intraLATA incollect
messages from the state RBOC CMDS host
each Business Day. Per USTELCOM's request,
GTE will screen the incollects by NPA and
line number and accumulate the Collect,
Third Number Billed and Credit Card
(collectively called incollects) messages in
a data file. The screening will be for end
B-3
39
users who have chosen USTELCOM as their
local service provider through a Resale or
Unbundled Network arrangement. The screened
incollect messages and any Local Measured
Service (LMS) usage will be accumulated and
forwarded to USTELCOM. The Parties will
mutually agree on the frequency of the data
exchange and the method of transmission
(i.e., magnetic tape or direct electronic
transmission). GTE will forward the screened
messages in the industry standard EMR
format. GTE intraLATA toll messages that
are recorded by GTE and dialed on a one plus
or zero plus basis are not part of this
section and will not be screened.
1.1.17.2 Compensation. GTE will xxxx USTELCOM monthly
for all services related to the screening,
accumulating, processing and transmitting of
incollect messages and LMS usage, if
applicable, at a reasonable and mutually
agreeable charge. In addition, any message
processing fee associated with USTELCOM's
incollect messages that are charged to GTE
by the CMDS Host will be passed on to
USTELCOM on the monthly statement. All
revenue, surcharges, taxes and any other
amounts due to the CMDS Host for USTELCOM's
incollect messages will be billed on the
monthly statement. It is USTELCOM's
responsibility to xxxx and collect all
incollect and LMS amounts due from its end
users. The incollect and LMS revenue amounts
that are listed on the monthly invoice are
payable to GTE in total. The Parties agree
that the arrangement for invoicing the
incollect and LMS revenue amounts due GTE is
not a settlement process with USTELCOM.
1.1.18 Backbilling. GTE shall xxxx USTELCOM on a timely
basis. In no case shall GTE xxxx USTELCOM for
previously unbilled charges that are for more than
one year prior to the current xxxx date.
1.2 Order Processing.
1.2.1 Order Expectations. USTELCOM agrees to warrant to GTE that it
is a certified provider of telecommunications service.
USTELCOM will document its Certificate of Operating Authority
on the USTELCOM Profile and agrees to update this USTELCOM
Profile as required to reflect its current certification. The
Parties agree to exchange and to update end user contact and
referral numbers for order inquiry, trouble reporting, billing
inquiries, and information required to comply with law
enforcement and other security agencies of the government. The
Parties also agree to exchange and to update internal order,
repair and billing point of contacts. Prior to submitting an
order under this Agreement, USTELCOM shall obtain such
documentation as may be required by state and federal laws and
regulations.
1.2.2 GTE shall provide USTELCOM with a specified customer contact
center for purposes of placing service orders and coordinating
the installation of services, These activities shall be
accomplished by telephone call or facsimile until electronic
interface capability has been established. The Parties adopt
the OBF LSR and DSR forms for the ordering, confirmation and
billing of resale services.
1.2.3 GTE will process such service orders during normal operating
hours, and shall implement service orders within the same time
intervals used to implement service orders for similar
services for its own users.
B-4
40
1.2.4 GTE will provide current GTE customer proprietary network
information (name, address, telephone number and description
of services provided by GTE including PIC and white page
directory listing information) as provided in Article V,
Section 3. The return of customer information will be via
facsimile or via electronic transmission.
2. Maintenance Systems.
2.1 General Overview
2.1.1 If USTELCOM requires maintenance for its local
service customers, USTELCOM will initiate a request
for repair (sometimes referred to as a "trouble
report") by calling GTE's Customer Care Repair
Center. During this call, GTE service
representatives will verify that the end-user is a
USTELCOM customer and will then obtain the necessary
information from USTELCOM to process the trouble
report. While USTELCOM representatives are still on
the line, GTE personnel will perform an initial
analysis of the problem and remote line testing for
resale services. If engineered services are involved,
the call will be made to the GTE SSCC for handling.
If no engineering is required and the line testing
reveals that the trouble can be repaired remotely,
GTE personnel will correct the problem and close the
trouble report while USTELCOM representatives are
still on the line. If on-line resolution is not
possible, GTE personnel will provide USTELCOM
representatives a commitment time for repair, and the
GTE personnel then will enter the trouble ticket into
the GTE service dispatch queue. USTELCOM's repair
service commitment times will be within the same
intervals as GTE provides to its own end users.
Maintenance and repair of GTE facilities is the
responsibility of GTE and will be performed at no
incremental charge to USTELCOM. If, as a result of
USTELCOM-initiated trouble report, trouble is found
to be the responsibility of USTELCOM (e.g.,
non-network cause) GTE will charge USTELCOM for
trouble isolation. USTELCOM will have the ability to
report trouble for its end users to appropriate
trouble reporting centers 24 hours a day, 7 days a
week. USTELCOM will be assigned a customer contact
center when initial service agreements are made.
2.1.2 Repair calls to the SSCC for engineered services will
be processed in essentially the same manner as those
by the GTE Customer Care Center. GTE personnel will
analyze the problem, provide the USTELCOM
representative with a commitment time while they are
still on the line, and then place the trouble ticket
in the dispatch queue.
2.1.3 GTE then will process all USTELCOM trouble reports
in the dispatch queue along with GTE trouble reports
in the order they were filed (first in, first out),
with priority given to out-of-service conditions. If,
at any time, GTE would determine that a commitment
time given to USTELCOM becomes in jeopardy, GTE
service representatives will contact USTELCOM by
telephone to advise of the jeopardy condition and
provide a new commitment time.
2.1.4 Trouble reports in the dispatch queue will be
transmitted electronically to GTE CZT service
technicians who will repair the service problems and
clear the trouble reports. For cleared USTELCOM
trouble reports, GTE service technicians will make a
telephone call to USTELCOM directly to clear the
trouble ticket. GTE service technicians will make the
confirmation call to the telephone number provided by
USTELCOM. If USTELCOM is unable to process the call
or places the GTE technician on hold, the call will
be terminated. To avoid disconnect, USTELCOM may
develop an answering system, such as voice mail, to
handle the confirmation calls expeditiously.
B-5
41
2.1.5 GTE will provide electronic interface access to
operation support systems functions which provide the
capability to initiate, status and close a repair
trouble ticket. GTE will not provide to USTELCOM real
time testing capability on USTELCOM end user
services. GTE will not provide to USTELCOM an
interface for network surveillance (performance
monitoring).
3. Electronic Interface. The Parties shall work cooperatively in the
implementation of electronic gateway access to GTE operational support
systems functions in the long-term in accordance with established
industry standards.
3.1 USTELCOM shall have immediate access to the following OSS
electronic interfaces that will provide functionality to
enable USTELCOM to service customers in an equal and non
discriminatory manner
3.1.1 Pre-Order functions, e.g., TN Assignment, DD
Reservation, Address Validation, Product
Availability, that are available on a dial-up or
dedicated basis using the Secure Integrated Gateway
System (SIGS).
3.1.2 Order functions that are available on a dial-up or
dedicated basis using CONNECT: Mail file transfer.
3.1.3 Initial trouble reports via SIGS.
3.1.4 Electronic transfer of the USTELCOM xxxx in
electronic data 811 format.
3.2 USTELCOM may migrate to fully interactive system to system
interconnectivity. GTE, with input from USTELCOM and other
carriers, shall provide general interface specifications for
electronic access to this functionality. These specifications
will be provided to enable USTELCOM to design system interface
capabilities. Development will be in accordance with
applicable national standards committee guidelines. Such
interfaces will be available as expeditiously as possible.
3.3 All costs and expenses for any new or modified electronic
interfaces exclusively to meet USTELCOM requirements that GTE
determines are Currently Available and GTE agrees to develop
will be paid by USTELCOM.
3.4 USTELCOM shall be responsible for modifying and connecting any
of its pre-ordering and ordering systems with GTE provided
interfaces as described in this Appendix.
4. GTE Initiated Electronic System Redesigns. GTE will not charge USTELCOM
when GTE initiates its own electronic system
redesigns/reconfigurations.
X-0
00
XXXXXXXX X
XXXXX/XXXXXXX FOR MISCELLANEOUS 911/E911 ITEMS
The following services are offered by GTE when USTELCOM resells GTE's local
exchange services where an item is not superseded by a tariffed offering:
A. 9-1-1 Selective Router Map $125.00 N/A
Provided is a color map showing a selective router's location
and the GTE central offices that send 9-1-1 calls to it. The
selective router and central office information will include
CLLI codes and NPA/NXXs served. The map will include boundaries
of each central office and show major streets and the county
boundary. Permission to reproduce by USTELCOM for its internal
use is granted without further fee. Non-tariffed price.
B. MSAG Copy
Production of one copy of a 911 Customer's
Master Street Address Guide, postage paid
1. Copy provided in proper format
$238.50 $54.00
2. Copy provided in flat ASCII file on a 3 1/2" diskette $276.00 $36.00
C-1
43
APPENDIX 45A
GTE/USTELCOM OPT-IN NEGOTIATION ISSUES
GTE TERMS
Pursuant to Article III, Section 45 of this Agreement, the following terms shall
be applied in place of the terms in Appendix 45B (AT&T Terms) in the event the
terms from the selected arbitrated agreement are deemed to be unlawful, or are
stayed or enjoined by a court or commission of competent jurisdiction.
The Resale Terms in Article V will apply.
The Resale Discount in Appendix A will apply.
45A-1
44
APPENDIX 45B
GTE/USTELCOM OPT-IN NEGOTIATION ISSUES
AT&T/GTE TERMS
Pursuant to Section 45 of Article III of this Agreement and subject to all of
the terms and conditions thereof, and after notice as called for in Section 45,
the following AT&T TERMS will be substituted for the GTE TERMS which are set out
in Appendix 45A. The Parties shall modify this Appendix with specific rates and
terms and conditions of the AT&T Agreement if/when the Commission approves the
AT&T arbitrated agreement.
ISSUE ISSUE AGREEMENT REFERENCE
NUMBER DESCRIPTION
------------------------------------------------------------------------------------------------------------
I. The arbitrated rates for:
Resale Avoided Cost Discount The resale discount percentage(s) ordered
Nonrecurring Charges in the final Agreement for the specific
Avoided Cost Discount in Appendix A.
------------------------------------------------------------------------------------------------------------
II. Whether, if any, of the following arbitrated The services that were ordered in the final
resale restrictions or discounts, except for Agreement to be made available for resale
cross class selling, may be removed. which would otherwise be excluded from
available resale services under Article V
Services not available for resale: lifeline Sections 2.1 and 2.2 of this Agreement.
services, services for the disabled, and
promotional offerings of 90 days or less in
duration.
Basic Exchange Residential and Business
Services not available for resale unless
USTELCOM pays monthly interim
universal service support charge.
Services available for resale but not at a The services that were ordered in the final
discount: services provided at a volume Agreement to be made available for resale
discount which cannot be aggregated to at a discount which would otherwise be
qualify for volume discount, ICBs/Contract made available but not at a discount under
Services, COCOT coin or coinless, Article V, Section 2.3 of this Agreement.
special access, operator services and
directory assistance, and nonrecurring
charges (including ordering charges).
------------------------------------------------------------------------------------------------------------
45B-1