1
EXHIBIT 10.20
Billing Number 000-000-0000
Agreement Number AC00606
U S WEST NETWORK SERVICE AGREEMENT
GENERAL TERMS
Intrastate
This is an agreement between SHARED COMMUNICATIONS SERVICES ("CUSTOMER")
and U S WEST COMMUNICATIONS, INC. ("USWC"), for the provision of the USWC
Service defined on Attachment 1 ("Service"), which is incorporated herein by
this reference. Where Attachment 1 conflicts with these General Terms,
Attachment 1 will prevail.
1. SCOPE. Under this Agreement, USWC shall furnish and CUSTOMER shall pay
for Service as defined on Attachment 1. USWC shall provide Service up to the
Standard Network Interface ("SNI") at CUSTOMER's premises. The SNI is that
location where USWC's protected network facilities end and CUSTOMER's inside
wire or network begins. USWC provides Service in accordance with the applicable
Tariff, Price List, and/or Catalog ("Tariff") which governs Service in the state
Service is provided, incorporated herein by this reference.
2. TERM. This Agreement will commence on the latest signature date,
provided mandatory filing requirements are met. The term of this Agreement will
expire sixty (60) months from the date of January 30, 1997.
Should USWC continue to provide Service after this term without a further
agreement, the Service charges will convert to the applicable month-to-month
rate under the terms and conditions of the applicable Tariff.
3. CHARGES AND BILLING. CUSTOMER agrees to pay the charges for Service as
specified on Attachment 1. These charges do not include applicable taxes imposed
by law. CUSTOMER shall pay each xxxx in full by the payment due date on each
xxxx. Where permitted by law, late payment charges shall be assessed according
to Tariff, or law. The charges for Services under this Agreement, including any
and all discounts to which CUSTOMER may be entitled, will be offered and charged
to CUSTOMER independently from and regardless of the CUSTOMER's purchase of any
customer premises equipment or enhanced services from USWC.
4. TERMINATION. Either party may terminate this Agreement for cause
provided written notice specifying the cause for termination and requesting
correction within thirty (30) days is given the other party and such cause is
not corrected within such thirty (30) day period. Cause is any material breach
of the terms of this Agreement. If USWC terminates this Agreement for cause, or
if CUSTOMER terminates this Agreement WITHOUT cause, CUSTOMER shall pay
discontinuance charges. If termination is prior to installation of Service,
discontinuance charges shall be those reasonable costs incurred by USWC through
the date of termination. Termination Charges for Service discontinued after
installation are defined on Attachment 1.
5. INTERRUPTIONS TO SERVICE. Tariff specifies the credit allowance due
CUSTOMER, if any, for interruptions to Service which are not caused by
CUSTOMER's negligence.
6. PERSONAL INJURY; PROPERTY DAMAGE. Each party shall be responsible for
any actual physical damages it directly causes to the other in the course of its
performance under this Agreement, limited to damages resulting from personal
injuries, death, or property damage arising from negligent acts or omissions;
PROVIDED HOWEVER, THAT NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY
INCIDENTAL, CONSEQUENTIAL, INDIRECT, OR SPECIAL, DAMAGES OF ANY KIND, INCLUDING
BUT NOT LIMITED TO ANY LOSS OF USE, LOSS OF BUSINESS, OR LOSS OF PROFIT.
7. LIMITATION OF LIABILITY. USWC SHALL NOT BE LIABLE TO CUSTOMER FOR ANY
INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND INCLUDING
BUT NOT LIMITED TO ANY LOSS OF USE, LOSS OF BUSINESS, OR LOSS OF PROFIT. EXCEPT
AS PROVIDED UNDER "PERSONAL INJURY; PROPERTY DAMAGE" ABOVE, ANY USWC LIABILITY
TO CUSTOMER FOR ANY DAMAGES OF ANY KIND UNDER THIS AGREEMENT SHALL NOT EXCEED,
IN
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[*] Information redacted pursuant to a confidential treatment request
throughout this exhibit.
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AMOUNT, A SUM EQUIVALENT TO THE APPLICABLE CREDIT FOR INTERRUPTIONS TO SERVICE
UNDER THIS AGREEMENT. REMEDIES UNDER THIS AGREEMENT ARE EXCLUSIVE AND LIMITED TO
THOSE EXPRESSLY DESCRIBED IN THIS AGREEMENT.
8. NO WARRANTIES. THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING
BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE.
9. UNCONTROLLABLE CIRCUMSTANCES. Neither party shall be deemed in
violation of this Agreement if it is prevented from performing any of the
obligations under this Agreement by reason of severe weather and storms;
earthquakes or other natural occurrences; strikes or other labor unrest; power
failures; nuclear or other civil or military emergencies; acts of legislative,
judicial, executive or administrative authorities; or any other circumstances
which are not within its reasonable control.
10. DISPUTE RESOLUTION.
10.1. Other than those claims over which a regulatory agency has exclusive
jurisdiction, all claims, regardless of legal theory, whenever brought and
whether between the parties or between one of the parties to this Agreement and
the employees, agents or affiliated businesses of the other party, shall be
resolved by arbitration. A single arbitrator engaged in the practice of law and
knowledgeable about telecommunications law shall conduct the arbitration in
accordance with the then current rules of the American Arbitration Association
("AAA").
10.2. All expedited procedures prescribed by the AAA shall apply. The
arbitrator's decision shall be final and binding and judgment may be entered in
any court having jurisdiction thereof.
10.3. Other than the determination of those claims over which a regulatory
agency has exclusive jurisdiction, federal law (including the provisions of the
Federal Arbitration Act, 9 U.S.C. Sections 1-16) shall govern and control with
respect to any issue relating to the validity of this Agreement to arbitrate and
the arbitrability of the claims.
10.4. If any party files a judicial or administrative action asserting claims
subject to arbitration, and another party successfully stays such action and/or
compels arbitration of such claims, the party filing the action shall pay the
other party's costs and expenses incurred in seeking such stay or compelling
arbitration, including reasonable attorney's fees.
11. LAWFULNESS. This Agreement and the parties' actions under this
Agreement shall comply with all applicable federal, state, and local laws,
rules, regulations, court orders, and governmental agency orders. Any change in
rates, charges or regulations mandated by the legally constituted authorities
will act as a modification of any contract to that extent without further
notice. This Agreement shall be governed by the laws of the state where Service
is provided.
12. SEVERABILITY. In the event that a court, governmental agency, or
regulatory agency with proper jurisdiction determines that this Agreement or a
provision of this Agreement is unlawful, this Agreement, or that provision of
the Agreement to the extent it is unlawful, shall terminate. If a provision of
this Agreement is terminated but the parties can legally, commercially and
practicably continue without the terminated provision, the remainder of this
Agreement shall continue in effect.
13. GENERAL PROVISIONS.
13.1. Failure or delay by either party to exercise any right, power, or
privilege hereunder, shall not operate as a waiver hereto.
13.2. This Agreement shall not be assignable by CUSTOMER without the express
written consent of USWC.
13.3. This Agreement benefits CUSTOMER and USWC. There are no third party
beneficiaries.
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13.4. This Agreement constitutes the entire understanding between CUSTOMER and
USWC with respect to Service provided herein and supersedes any prior agreements
or understandings.
The parties hereby execute and authorize this Agreement as of the latest date
shown below:
SHARED COMMUNICATIONS SERVICES U S WEST COMMUNICATIONS, INC.
/s/ XXXX XXXXXX
--------------------------------- --------------------------------------
Authorized Signature Authorized Signature
XXXX XXXXXX
--------------------------------- --------------------------------------
Named Typed or Printed Named Typed or Printed
President
--------------------------------- --------------------------------------
Title Title
4-15-97
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Date Date
Address for Notices Address for Notices
XX XXX 00000
Xxxxx, XX 00000-0000
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ATTACHMENT 1
U S WEST CENTREX PLUS SERVICE RATE STABILITY PLAN
1. SCOPE. USWC shall provide and CUSTOMER shall purchase CENTREX PLUS
Service ("Service"). Service is an intrastate, intraLATA, USWC central
office-based local exchange telecommunications service which includes: 1)
transport of CUSTOMER'S business communications between the SNI at CUSTOMERS
locations) covered by this Agreement and USWC's serving central office; 2)
intraCUSTOMER calling capability (intercommunication); 3) use of related Service
features; and 4) Exchange/Network Access. Service is provided by means of Main
Station Lines, stored program controlled central office switching equipment, and
either a per Main Station Line (non-blocked) access to the general network or
controlled (blocked) access through the use of Network Access Registers, as
determined by CUSTOMER. THIS AGREEMENT PROVIDES RATE STABILITY FOR ALL SERVICE
ELEMENTS EXCEPT EXCHANGE/NETWORK ACCESS, COMMON ACCESS LINE CHARGES (CALC) OR
END USER COMMON LINE CHARGES (EUCL) AND INTER-OFFICE MILEAGE CHARGES.
2. MOVES, CHANGES. CUSTOMER may request changes to location, quantity,
type, or grade of Service and USWC shall grant such requests subject to the
availability of facilities and the terms and conditions of the applicable
Tariff. CUSTOMER agrees to pay all rates and charges that apply to the requested
changes.
3. TERMINATION.
3.1. If after installation of Service CUSTOMER requests termination of its Main
Station Lines to a level that is less than sixty percent (60%) of the actual
initial number of Main Station Lines installed per common block ("Threshold") as
evidenced by USWC's records, CUSTOMER shall pay early termination charges based
on: total remaining monthly charges for Service terminated below the sixty
percent (60%) Threshold, multiplied by [*], plus the balance of all billed but
unpaid recurring and all outstanding non-recurring charges.
3.2. A termination charge will be waived when the CUSTOMER discontinues
Services) and ALL of the following conditions are met:
(a) CUSTOMER signs a new service agreement for any other USWC provided
service(s). All applicable nonrecurring charges will be assessed for the new
service(s);
(b) Both the current Service and the new service(s) are provided solely by
USWC;
(c) The order to discontinue Service and the order to establish new
service(s) are received by USWC at the same time;
(d) The new service(s) installation must be completed within thirty (30)
calendar days of the disconnection of Service, unless such installation delay is
caused by USWC;
(e) The total value of the new service(s), excluding any special
construction charges, is equal to or greater than one hundred fifteen percent
(115%) of the remaining value of this Agreement;
(f) A new Minimum Service Period, if applicable, will go into effect when
the new service(s) agreement term begins; and
(g) CUSTOMER agrees to pay any previously billed, but unpaid recurring,
and any outstanding nonrecurring charges. These charges cannot be included as
part of the new service(s) agreement.
4. CHARGES.
4.1. The initial number of Main Station Lines covered by this Agreement is three
(3) which shall be provided between USWC's Xxxxxxxx CO and CUSTOMER's
associated Service locations. CUSTOMER's total initial monthly recurring and
non-recurring charges for the rate stabilized Service
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elements are: Monthly Recurring [*] Non-Recurring [*]. USWC's service and
billing records shall document CUSTOMER's Service elements, locations, and
quantities initially installed or added during the term of this Agreement and
the associated Tariff monthly recurring stabilized rates. USWC's records are
incorporated into this Agreement by reference.
4.2. Each stabilized monthly recurring Main Station Line rate shown on
CUSTOMER's xxxx is the sum of the applicable USWC Tariff flat Main Station Line
rate and the current Federal Communications Commission ("FCC") End User Common
Line charge. If the FCC End User Common Line charge changes during the term of
this Agreement, USWC shall adjust the flat Main Station Line rate so that the
sum remains the same.
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[*] Information redacted pursuant to a confidential treatment request
throughout this exhibit.
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Agreement Number AC00606
ATTACHMENT 1A TO
U S WEST CENTREX PLUS SERVICE RATE STABILITY PLAN AGREEMENT
This Attachment 1A to the Agreement referenced above ("Underlying Agreement"),
lists the initial CUSTOMER business address location(s) that shall receive
Service from the USWC Central Office specified in the Underlying Agreement. All
terms and conditions of the Underlying Agreement apply to each location.
Initial Number of
Service Location(s) Main Station Lines
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1. 1890 Xxxxxxx Xx, Woodburn, OR 3
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3.
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Agreement Number AC 01022
Billing Number 000-000-0000
U S WEST CENTREX PLUS SERVICE RATE STABILITY PLAN AGREEMENT
This is an Agreement between Shared Communications Services, Inc. ("CUSTOMER"),
and U S WEST Communications, Inc. ("USWC"), for the provision of U S WEST
CENTREX PLUS Service.
1. SCOPE.
1.1. USWC shall provide and CUSTOMER shall purchase CENTREX PLUS Service
("Service"). Service is an intrastate, intraLATA, USWC central office-based
local exchange telecommunications service which includes: 1) transport of
CUSTOMER's business communications between the SNI at CUSTOMER's location(s)
covered by this Agreement and USWC's serving central office; 2) intraCUSTOMER
calling capability (intercommunication); 3) use of related Service features; and
4) Exchange/Network Access. Service is provided by means of Main Station Lines,
stored program controlled central office switching equipment, and either a per
Main Station Line (non-blocked) access to the general network or controlled
(blocked) access through the use of Network Access Registers, as determined by
CUSTOMER. THIS AGREEMENT PROVIDES RATE STABILITY FOR ALL SERVICE ELEMENTS EXCEPT
EXCHANGE/NETWORK ACCESS, COMMON ACCESS LINE CHARGES (CALC) OR END USER COMMON
LINE CHARGES (EUCL), AND INTER-OFFICE MILEAGE CHARGES.
1.2. USWC shall provide Service up to the ("SNI") at CUSTOMER's premises. The
SNI is that location where USWC's protected network facilities end and
CUSTOMER's inside wire or network begins. USWC provides Service in accordance
with the applicable Tariff, Price List, and/or Catalog ("Tariff") which governs
Service in the state Service is provided, incorporated herein by this reference.
Where any term or condition of this Agreement and/or Attachment conflicts with
the Tariff, the then current Tariff shall prevail.
1.3. CUSTOMER may elect to subscribe to additional services that are governed by
USWC's State and/or Federal Communications Commission ("FCC") Tariffs, Catalogs,
and/or Price Lists and are not priced or covered under this Agreement.
2. TERM.
2.1. The term of this Agreement will commence on the latest signature date in
the execution section, provided mandatory filing requirements are met. This
Agreement will expire sixty (60) months from either:
a. The first installation date of Service as evidenced by USWC's records,
if Service is new; or
b. the date of 6-1-99.
2.2. Should USWC continue to provide Service after this term without a further
agreement, the Service charges will convert to the applicable month-to-month
rate under the terms of the applicable Tariff, or, in its absence, this
Agreement.
3. CHARGES.
3.1. The initial number of Main Station Lines covered by this Agreement is three
(3) which shall be provided between USWC's Astoria Central Office and CUSTOMER's
associated Service locations. CUSTOMER's total initial monthly recurring and
non-recurring charges for the rate stabilized Service elements are: Monthly
Recurring [*] Non-Recurring [*]. USWC's service and billing records shall
document CUSTOMER's Service elements, locations, and quantities initially
installed or added during the term of this Agreement and the associated Tariff
monthly recurring stabilized rates. USWC's records are incorporated into this
Agreement by reference.
3.2. Each stabilized monthly recurring Main Station Line rate shown on
CUSTOMER's xxxx is the sum of the applicable USWC Tariff flat Main Station Line
rate and the current Federal Communications Commission ("FCC") End User Common
Line charge. If the FCC End User Common Line charge changes during the term of
this Agreement, USWC shall adjust the flat Main Station Line rate so that the
sum remains the same.
4. BILLING FOR SERVICE. CUSTOMER shall pay each xxxx in full by the payment due
date on each xxxx. Where permitted by law, late payment charges shall be
assessed according to Tariff, or law.
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[*] Information redacted pursuant to a confidential treatment request
throughout this exhibit.
8
5. MOVES, CHANGES. CUSTOMER may request changes to location, quantity, type, or
grade of Service and USWC shall grant such requests subject to the availability
of facilities and the terms and conditions of the applicable Tariff, Price List
and/or Catalog. CUSTOMER agrees to pay all rates and charges that apply to the
requested changes.
6. TERMINATION.
6.1. Either party may terminate this Agreement for cause provided written notice
specifying the cause for termination and requesting correction within thirty
(30) days is given the other party and such cause is not corrected within that
thirty (30) day period. Cause is any material breach of the terms of this
Agreement. If USWC terminates this Agreement for cause or if CUSTOMER terminates
this Agreement WITHOUT cause, CUSTOMER shall pay early termination charges. If
termination is prior to installation of Service and after execution of this
Agreement, early termination charges shall be those reasonable expenses incurred
by USWC through the date of termination. If after installation of Service
CUSTOMER requests termination of its Main Station Lines to a level that is less
than sixty percent (60%) of the actual initial number of Main Station Lines
installed per common block ("Threshold") as evidenced by USWC's records,
CUSTOMER shall pay early termination charges based on: total remaining monthly
charges for Service terminated below the sixty percent (60%) Threshold,
multiplied by [*], plus the balance of all billed but unpaid recurring and all
outstanding non-recurring charges.
6.2. A termination charge will be waived when the CUSTOMER discontinues
Service(s) and ALL of the following conditions are met:
a. CUSTOMER signs a service agreement for any other USWC provided new
service(s). All applicable nonrecurring charges will be assessed for the new
service(s);
b. Both the current Service and the new service(s) are provided solely by USWC;
c. The order to discontinue Service and the order to establish new service(s)
are received by USWC at the same time;
d. The new service(s) installation must be completed within thirty (30) calendar
days of the disconnection of Service, unless such installation delay is caused
by USWC;
e. The total value of the new service(s), excluding any special construction
charges, is equal to or greater than one hundred fifteen percent (115%) of the
remaining value of this Agreement;
f. A new Minimum Service Period, if applicable, will go into effect when the new
service(s) agreement term begins; and
g. CUSTOMER agrees to pay any previously billed, but unpaid recurring, and any
outstanding nonrecurring charges. These charges cannot be included as part of
the new service(s) agreement.
6.3. New service is defined as a newly installed service placed under a new
service agreement(s), or newly installed additions to an existing service
agreement(s), but does not include renewals of expiring service agreement(s),
renegotiations of existing service agreement(s) and conversions from
month-to-month service to contracted service.
7. INTERRUPTIONS TO SERVICE. Tariff specifies the credit allowance due CUSTOMER,
if any, for interruptions to Service which are not caused by CUSTOMER's
negligence.
8. PERSONAL INJURY; PROPERTY DAMAGE. Each party shall be responsible for any
actual physical damages it directly causes to the other in the course of its
performance under this Agreement, limited to damages resulting from personal
injuries, death, or property damage arising from negligent acts or omissions;
PROVIDED HOWEVER, THAT NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY
INCIDENTAL, CONSEQUENTIAL, INDIRECT, OR SPECIAL DAMAGES OF ANY KIND, INCLUDING
BUT NOT LIMITED TO ANY LOSS OF USE, LOSS OF BUSINESS, OR LOSS OF PROFIT.
9. LIMITATION OF LIABILITY. USWC SHALL NOT BE LIABLE TO CUSTOMER FOR ANY
INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND INCLUDING
BUT NOT LIMITED TO ANY LOSS OF USE, LOSS OF BUSINESS, OR LOSS OF PROFIT. EXCEPT
AS PROVIDED IN "PERSONAL INJURY; PROPERTY DAMAGE" SECTION, ANY USWC LIABILITY TO
CUSTOMER FOR ANY DAMAGES OF ANY KIND UNDER THIS AGREEMENT SHALL NOT EXCEED, IN
AMOUNT, A SUM EQUIVALENT TO THE [*]. REMEDIES UNDER THIS AGREEMENT ARE EXCLUSIVE
AND LIMITED TO THOSE EXPRESSLY DESCRIBED 1N THIS AGREEMENT.
10. NO WARRANTIES. THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT
NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE.
-----------------------
[*] Information redacted pursuant to a confidential treatment request
throughout this exhibit.
9
11. UNCONTROLLABLE CONDITIONS. Neither party shall be deemed in violation of
this Agreement if it is prevented from performing any of the obligations
hereunder by reason of severe weather and storms; earthquakes or other natural
occurrences; strikes or other labor unrest; power failures; nuclear or other
civil or military emergencies; acts of legislative, judicial, executive or
administrative authorities; or any other circumstances which are not within
its reasonable control.
12. DISPUTE RESOLUTION.
12.1. Other than those claims over which a regulatory agency has exclusive
jurisdiction, all claims, regardless of legal theory, whenever brought and
whether between the parties or between one of the parties to this Agreement and
the employees, agents or affiliated businesses of the other party, shall be
resolved by arbitration. A single arbitrator engaged in the practice of law and
knowledgeable about telecommunications law shall conduct the arbitration in
accordance with the then current rules of the American Arbitration Association
("AAA").
12.2. All expedited procedures prescribed by the AAA shall apply. The
arbitrator's decision shall be final and binding and judgment may be entered in
any court having jurisdiction thereof.
12.3. Other than the determination of those claims over which a regulatory
agency has exclusive jurisdiction, federal law (including the provisions of the
Federal Arbitration Act, 9 U.S.C. Sections 1-16) shall govern and control with
respect to any issue relating to the validity of this Agreement to arbitrate and
the arbitrability of the claims.
12.4. If any party files a judicial or administrative action asserting claims
subject to arbitration, and another party successfully stays such action and/or
compels arbitration of such claims, the party filing the action shall pay the
other party's costs and expenses incurred in seeking such stay or compelling
arbitration, including reasonable attorney's fees.
13. LAWFULNESS. This Agreement and the parties' actions under this Agreement
shall comply with all applicable federal, state, and local laws, rules,
regulations, court orders, and governmental agency orders. Any change in the
rates, charges or regulations authorized by the legally constituted authorities
will act as a modification of all contracts to that extent without further
notice. This Agreement shall be governed by the laws of the state where Service
is provided.
14. SEVERABILITY. In the event that a court, governmental agency, or regulatory
agency with proper jurisdiction determines that this Agreement or a provision of
this Agreement is unlawful, this Agreement, or that provision of this Agreement
to the extent it is unlawful, shall terminate. If a provision of this Agreement
is terminated but the parties can legally, commercially and practicably continue
without the terminated provision, the remainder of this Agreement shall continue
in effect.
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15. GENERAL PROVISIONS
15.1 Failure or delay by either party to exercise any right, power, or
privilege hereunder shall not operate as a waiver hereto.
15.2 This is a retail end user contract. It may be assigned only with the
consent on USWC. It may not be assigned to a reseller or a telecommunications
carrier under any circumstances.
15.3 This Agreement benefits CUSTOMER and USWC. There are no third party
beneficiaries.
15.4 This Agreement constitutes the entire understanding between CUSTOMER
and USWC with respect to Service provided herein and supersedes any prior
agreements or understandings.
The parties hereby execute and authorize this Agreement as of the latest date
shown below:
CUSTOMER U S WEST COMMUNICATIONS, INC.
/s/ XXXX XXXXXX /s/ XXXX XXXXXX
-------------------------------- --------------------------------
Authorized Signature Authorized Signature
Xxxx Xxxxxx/President Xxxx Xxxxxx - Senior Acct. Mgr.
-------------------------------- --------------------------------
Name/Title - Typed or Printed Name/Title - Typed or Printed
4-14-99 6-2-99
-------------------------------- --------------------------------
Date Date
0000 0xx Xxx. Xx 0000
Xxxxxxx, XX 00000
-------------------------------- --------------------------------
Address for Notices Address for Notices
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Agreement Number AC 01022
ADDENDUM TO
U S WEST CENTREX PLUS SERVICE RATE STABILITY PLAN AGREEMENT
This Addendum is executed by and between CUSTOMER, as named in the agreement
specified above ("Underlying Agreement"), and U S WEST Communications, Inc. to
list the CUSTOMER business address locations that shall receive Service from the
USWC Central Office specified in the Underlying Agreement. All terms and
conditions of the Underlying Agreement apply to each location.
Initial Number of
Service Location(s) Main Station Lines
------------------- ------------------
1. 000 X. Xxxxxx Xx. Astoria 3
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2.
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3.
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The parties hereby execute and authorize this Addendum as of the latest date
shown below:
CUSTOMER US WEST COMMUNICATIONS, INC.
/s/ XXXX XXXXXX /s/ XXXX XXXXXX
-------------------------------- --------------------------------
Authorized Signature Authorized Signature
Xxxx Xxxxxx/President Xxxx Xxxxxx - Sr. Acct. Mgr.
-------------------------------- --------------------------------
Name/Title - Typed or Printed Name/Title - Typed or Printed
4-14-99 6-2-99
-------------------------------- --------------------------------
Date Date
