[Texas]
[Logo] Sprint
MASTER RESALE AGREEMENT
WITH
VALU-LINE LONG DISTANCE
MASTER RESALE AGREEMENT
Page
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I. DEFINITIONS ......................................................... 1
II. SCOPE, TERM AND TERMINATION ......................................... 3
A. Scope ............................................................ 3
B. Term ............................................................. 5
C. Termination ...................................................... 5
III. RESALE OF LOCAL SERVICES ............................................ 6
A. Scope ............................................................ 6
B. Charges and Billing .............................................. 7
C. Pricing .......................................................... 8
D. Provisioning and Installation .................................... 8
IV. NETWORK MAINTENANCE AND MANAGEMENT .................................. 9
A. General Requirements ............................................. 9
B. Transfer of Service Announcements ................................ 10
C. Repair Calls ..................................................... 10
D. Restoration of Service in the Event of Outages ................... 10
E. Service Projections .............................................. 11
F. Quality Service .................................................. 11
G. Information ...................................................... 11
V. ADDITIONAL SERVICES ................................................. 11
A 911/E911 ......................................................... 11
B. Directory Listings and Distribution .............................. 12
C. Directory Assistance ............................................. 14
D. Operator Services ................................................ 16
VI. ADDITIONAL RESPONSIBILITIES OF THE PARTIES .......................... 17
A. Cooperation on Fraud ............................................. 17
B. Proprietary Information .......................................... 17
C. Law Enforcement and Civil Process ................................ 18
VII. FORCE MAJEURE ....................................................... 18
VIII. LIMITATION OF LIABILITY ............................................. 19
IX. INDEMNIFICATION ..................................................... 19
X. ASSIGNMENT .......................................................... 20
XI. DISPUTE RESOLUTION .................................................. 20
A. Other Than Billing ............................................... 20
B. Billing .......................................................... 21
XII. MISCELLANEOUS ....................................................... 21
A. Governing Law .................................................... 21
B. Compliance with Laws ............................................. 21
C. Notices .......................................................... 22
D. Good Faith ....................................................... 00
X. Xxxxxxxx ......................................................... 22
F. Execution ........................................................ 22
G. Benefit ......................................................... 22
H. Survivorship .................................................... 22
I. Entire Agreement ................................................ 22
EXHIBIT 1 - Rates and Pricing
EXHIBIT 2 - Electronic Interfaces
MASTER RESALE AGREEMENT
This Agreement is between Valu-Line Long Distance ("Carrier") and United
Telephone Company of Texas, Inc. dba Sprint and Central Telephone Company of
Texas dba Sprint ("Sprint") hereinafter collectively, "the Parties", entered
into this 9th day of May,1997, for the State of Texas.
WHEREAS, the Parties wish to establish terms and conditions for the
purposes of fulfilling Sprint's obligations established by 251(b) and (c) of
the Act, as defined herein;
THEREFORE, the Parties hereby agree as follows:
I. DEFINITIONS
Definitions of the terms used in this Agreement shall have the meanings
set forth below.
1. Act - means the Communications Act of 1934, as amended by the
Telecommunications Act of 1996, Public Law 104-104 of the 000xx Xxxxxx
Xxxxxx Congress effective February 8, 1996.
2. Affiliate - means any person that (directly or indirectly) owns or
controls, is owned or controlled by, or is under common ownership or
control with, another entity. For purposes of this Agreement, the term
"own" or control means to own an equity interest (or the equivalent
thereof) of at least ten percent (10%) with respect to either party, or
the right, under common ownership, to control the business decisions,
management and policy of another entity.
3. Central Office Switch, End Office or Tandem (hereinafter "Central
Office" or "CO") - means a switching facility within the public switched
telecommunications network, including but not limited to:
End Office Switches which are switches from which end-user Telephone
Exchange Services are directly connected and offered.
Tandem Switches are switches which are used to connect and switch trunk
circuits between and among Central Office Switches.
4. Commercial Mobile Radio Services ("CMRS") means a radio communications
service between mobile stations or receivers and land stations, or by
mobile stations communicating among themselves that is provided for
profit and that makes interconnected service available to the public or
the such classes of eligible users as to be effectively available to a
substantial portion of the public as set fort in 47 code of Federal
Regulations Section 20.3.
5. Commission - means the commission, board, or official (by whatever name
designated) which under the laws of any State has regulatory
jurisdiction with respect to intrastate operations of Carriers. As
referenced in this part, this term may include the Federal
Communications Commission if it assumes the responsibility of the state
commission, pursuant to section 252(e)(5) of the Act. This term shall
also include any person or persons to whom the state commission has
delegated its authority under section 251 and 252 of the Act.
6. Competitive Local Exchange Carrier ("CLEC") or Alternative Local
Exchange Carrier ("ALEC") - means any entity or person authorized to
provide local exchange services in competition with an ILEC.
7. Electronic Interfaces - means access to operations support systems
consisting of preordering, ordering, provisioning, maintenance and
repair and billing functions. For the purposes of this Agreement, unless
otherwise specifically agreed to in writing, Sprint shall provide such
Electronic Interfaces in accordance with Exhibit 2.
8. FCC - means Federal Communications Commission.
9. Incumbent Local Exchange Carrier ("ILEC") - is 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
10. Interconnection - means the connection of separate pieces of equipment,
transmission facilities, etc., within, between or among networks for the
transmission and routing of exchange service and exchange access. The
architecture of interconnection may include collocation and/or mid-span
meet arrangements
11. Interexchange Carrier ("IXC") - means a telecommunications service
provider offering interexchange telecommunications services (e.g. inter-
and/or intraLATA toll)
12. Local Service Request ("LSR") - means an industry standard form used by
the Parties to add, establish, change or disconnect local services.
13. Local Traffic - means traffic that is originated by an end user of one
Party and terminates to the end user of the other Party within the
service territory of Sprint as defined in its then current Local
Exchange Tariff. Local Traffic shall also include mandatory and optional
Extended Area Calling, as that term is commonly used in the
telecommunications industry, and any other traffic for which there is no
additional charge for termination. Local traffic does not include CMRS
traffic.
14. Parties means, jointly, Caprock Communications and Sprint, and no other
entity, affiliate, subsidiary or assign.
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15. Parity means, subject to the availability, development and
implementation of necessary industry standard Electronic Interfaces, the
provision by Sprint of services, Network Elements, functionality or
telephone numbering resources under this Agreement to CARRIER on terms
and conditions, including provisioning and repair intervals, no less
favorable that those offered to Sprint, its Affiliates or any other
entity that obtains such services, Network Elements, functionality or
telephone numbering resources. Until the implementation of necessary
Electronic Interfaces, Sprint shall provide such services, Network
Elements, functionality or telephone numbering resources on a
nondiscriminatory basis to CARRIER as it provides to its Affiliates or
any other entity that obtains such services, Network Elements,
functionality or telephone numbering resources.
16. Rebranding - occurs when Carrier purchases a wholesale service from
Sprint when the Carrier brand is substituted for the Sprint brand.
17. Telecommunications Services - shall have the meaning set forth in 47
USC ss.153(6).
18. Undefined Terms - The Parties acknowledge that terms may appear in this
Agreement which are not defined and agree that any such terms shall be
construed in accordance with their customary usage in the
telecommunications industry as of the effective date of this Agreement
or, as applicable, as such term is defined in the Act.
19. Wholesale Service - means Telecommunication Services that Sprint
provides at retail to subscribers who are not telecommunications
Carriers as set forth in 47 USC ss.251(c)(4).
II. SCOPE, TERM AND TERMINATION
A. Scope
I. The Telecommunications Services and facilities to be provided to Carrier
by Sprint in satisfaction of this Agreement may be provided pursuant to
Sprint tariffs and then current practices. Should there be a conflict
between the terms of this Agreement and any such tariffs or practices,
the terms of the tariff shall control to the extent allowed by law or
Commission Order.
2. If, at any time while this Agreement is in effect, Sprint provides
resale of Telecommunications Services to a Telecommunications Carrier,
as defined in 47 Code of Federal Regulations Part 51.5, on terms
different from those available under this Agreement, then Carrier may
opt to adopt such resale of Telecommunications Services upon the same
rates, terms, and conditions as those provided to said
Telecommunications Carrier in lieu of the resale of Telecommunications
Services applicable under this Agreement for its own arrangements with
Sprint (hereinafter "MFN Obligations"). Upon expiration of the term of
such other agreement for resale of Telecommunications Services the
provision thus adopted shall cease to apply and shall revert to the
corresponding provision of this Agreement.
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2.1 Notwithstanding the above, the MFN Obligations shall not apply:
(i) where Sprint proves to the Commission that the costs of
providing resale of Telecommunications Services to Carrier are
greater than the costs of providing same to the
Telecommunications Carrier that originally negotiated such
agreement;
(ii) where the provision of resale of Telecommunications
Services to Carrier is not technically feasible;
(iii) where pricing is provided to a third party for a cost
based term or cost based volume discount offering and Carrier
seeks to adopt the cost based term or cost based volume discount
price without agreeing to all or substantially all of the terms
and conditions of the cost based term or cost based volume
discount offering;
(iv) where pricing is provided to a third party on a dissimilar
(e.g., deaveraged vs. - averaged price) basis, Carrier may only
elect to amend this Agreement to reflect all such differing
pricing (but not less than all) by resale of Telecommunications
Services in its entirety, contained in such third party
agreement; or
(v) where resale of Telecommunications Services is provided to a
third party in conjunction with material terms or conditions
that directly impact the provisioning of said service and
Carrier seeks to adopt such resale of Telecommunications
Services without inclusion of all or substantially all said
material terms or conditions.
3. Notwithstanding the above provisions, or any other provision in this
Agreement, this Agreement and any Attachments hereto are subject to such
changes or modifications with respect to the rates, terms or conditions
contained herein as may be ordered, directed, or approved by the
Commission or the FCC, or as may be required to implement the result of
an order or direction of a court of competent jurisdiction with respect
to its review of any appeal of the decision of a Commission or the FCC,
in the exercise of their respective jurisdictions whether said changes
or modifications result from an order issued on an appeal of the
decision of a Commission or the FCC, a rulemaking proceeding, a generic
investigation, a tariff proceeding, or an arbitration proceeding
conducted by a Commission or FCC which applies to Sprint or in which the
Commission or FCC makes a generic determination) and in which Carrier
had the right or the opportunity to participate, regardless of whether
Carrier participated. Any rates, terms or conditions thus developed or
modified shall be substituted in place of those previously in effect and
shall be deemed effective under this Agreement as of the effective date
of the order by the court, Commission or the FCC, whether such action
was commenced before or after the effective date of this Agreement. If
any such modification renders the Agreement inoperable or creates any
ambiguity or requirement for further amendment to the Agreement, the
Parties will negotiate in good faith to agree upon any necessary
amendments to the Agreement. Should the Parties be unable to reach
agreement with respect to the applicability of such order or the
resulting appropriate modifications to this Agreement, the Parties agree
to
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petition such Commission to establish appropriate interconnection
arrangements under sections 251 and 252 of the Act in light of said
order or decision.
B. Term
I. This Agreement shall be deemed effective upon approval by a Commission
of appropriate jurisdiction or upon such other date as the parties shall
mutually agree ("Approval Date"), provided Carrier has been certified by
the Commission. No order or request for services under this Agreement
shall be processed before the Approval Date.
2. Except as provided herein, Sprint and Carrier agree to provide service
to each other on the terms defined in this Agreement until May 1998, and
thereafter the Agreement shall continue in force and effect unless and
until terminated as provided herein.
C. Termination
I. Either party may terminate this Agreement by providing written notice of
termination to the other party, such written notice to be provided at
least 90 days in advance of the date of termination. In the event of
such termination for service arrangements made available under this
Agreement and existing at the time of termination, those arrangements
shall continue without interruption until either (a) a new agreement is
executed by the Parties, or (b) standard terms and conditions contained
in Sprint's tariff or other substitute document that are approved and
made generally effective by the Commission or the FCC.
2. In the event of default, either Party may terminate this Agreement in
whole or in part provided that the non-defaulting Party so advises the
defaulting Party in writing of the event of the alleged default and the
defaulting Party does not remedy the alleged default within 60 days
after written notice thereof. Default is defined to include:
a. Either Party's insolvency or initiation of bankruptcy or
receivership proceedings by or against the Party; or
b. Either Party's material breach of any of the terms or conditions
hereof, including the failure to make any undisputed payment
when due.
3. Notwithstanding anything herein to the contrary, should Sprint sell or
trade substantially all the assets in an exchange or group of exchanges
that Sprint uses to provide Telecommunications Services this Agreement
shall terminate as of the closing date of such sale or trade.
4. Termination of this Agreement for any cause shall not release either
Party from any liability which at the time of termination has already
accrued to the other Party or which thereafter may accrue in respect to
any act or omission prior to termination or from any obligation which is
expressly stated herein to survive termination.
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111. RESALE OF LOCAL SERVICES
A. Scope
I. Sprint retail Telecommunications Services shall be available for resale
at wholesale prices pursuant to 47 USC ss.251(c)(4). Services that are
not retail Telecommunications Services and, thus, not covered by this
Agreement and not available for resale at wholesale prices include, but
are not limited to, Voice Mail/MessageLine, Paging, Inside Wire
Installers and Maintenance, CMRS services, Lifeline services and similar
government programs (underlying Telecommunications Service will be
resold but Carrier must qualify its offering for these programs),
promotions of less than ninety (90) days and Employee Concessions.
2. Until such time as additional clarification of Sprint's obligations with
respect to the resale of COCOT lines has been provided by the FCC or
Commission, COCOT lines will not be resold at wholesale prices under
this Agreement.
3. Except as set forth above and as may be allowed by the FCC or
Commission, Sprint shall not place conditions or restrictions on
Carrier's resale of wholesale regulated Telecommunications Services,
except for restrictions on the resale of residential service to other
classifications (e.g., residential service to business customers) and
for promotions of 90-days or less in length. Every regulated retail
service rate, including promotions over 90-days in length, discounts,
and option plans will have a corresponding wholesale rate. Sprint will
make wholesale telecommunications service offerings available for all
new regulated services at the same time the retail service becomes
available
4. Sprint will continue to provide existing databases and signaling support
for wholesale services at no additional cost.
S. Sprint will make any service grandfathered to an end-user or any
Individual Case Basis ("ICB") service available to Carrier for resale to
that same end-user at the same location(s) and will provide any legally
required notice or a 30-days notice, whichever is less, to Carrier prior
to the effective date of changes in or discontinuation of any product or
service that is available for resale hereunder.
6. Sprint will continue to provide Primary Interexchange Carrier ("PIC")
processing for those end-users obtaining resold service from Carrier.
Sprint will xxxx and Carrier will pay any PlC change charges. Sprint
will only accept said requests for PIC changes from Carrier and not from
Carrier's end users.
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7. Sprint shall allow Carrier customers to retain their current telephone
number when technically feasible within the same Sprint Wire Center and
shall install Carrier customers at Parity.
B. Charges and Billing
1. Access services, including revenues associated therewith, provided in
connection with the resale of services hereunder shall be the
responsibility of Sprint and Sprint shall directly xxxx and receive
payment on its own behalf from an IXC for access related to
interexchange calls generated by resold or rebranded customers.
2. Sprint will be responsible for returning EM1/EMR records to IXCs with
the proper EMR Return Code along with the Operating Company Number
("OCN") of the associated Automatic Number Identification ("ANI"),
(i.e., Billing Number).
3. Sprint will deliver a monthly statement for wholesale services as
follows:
a. Invoices will be provided in a standard Carrier access billing
format or other such format as Sprint may determine;
b. Where local usage charges apply and message detail is created to
support available services, the originating local usage at the
call detail level in standard EMIR industry format will be
exchanged daily or at other mutually agreed upon intervals;
c. The Parties will work cooperatively to exchange information to
facilitate the billing of in and out collect and
inter/intra-region alternately billed messages;
d. Sprint agrees to provide information on the end-user's selection
of special features where Sprint maintains such information
(e.g., billing method, special language) when Carrier places the
order for service;
e. Monthly recurring charges for Telecommunications Services sold
pursuant to this Agreement shall be billed monthly in advance.
f. For billing purposes, and except as otherwise specifically
agreed to in writing, the Telecommunications Services provided
hereunder are furnished for a minimum term of one month. Each
month is presumed to have thirty (30) days.
4. The monthly invoice shall be due and payable in full by CARRIER within
thirty days of the Xxxx Date. If the charges are not paid on the due
date, CARRIER shall be liable for and shall pay late payment charges
equal to the lesser of one and one-half percent (1-1/2%) per month of
the balance due or the maximum amount allowed by law, until the amount
due including late payment charges is paid in full.
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5. Sprint shall not accept orders for Primary Local Carrier ("PLC") record
changes or other orders for Telecommunications Services or Additional
Services under this Agreement from Carrier while any past due,
undisputed charges remain unpaid.
C. Pricing
Pricing shall be developed based on 47 USC ss.252(d)(3), as now enacted or as
hereafter amended, where wholesale prices are retail prices less avoided costs,
net of any additional costs imposed by wholesale operations. The wholesale rate
shall be, until such time as avoided cost studies in compliance with applicable
Commission requirements have been approved or ordered as referenced in Section
II.3 above, as set forth on Exhibit 1. Additional rates for new or additional
services shall be added at the time said new or additional services are offered.
D. Provisioning and Installation
1. Electronic Interfaces for the exchange of ordering information will be
adopted and made available in accordance with the provisions of Exhibit
2.
2. Carrier and Sprint may order PLC and Primary Interexchange Carrier
("PIC") record changes using the same order process and on a unified
order (the "LSR").
3. A general Letter of Agency ("LOA") initiated by Carrier or Sprint will
be required to process a PLC or PIC change order. No LOA signed by the
end-user will be required to process a PLC or PIC change ordered by
Carrier or Sprint. Carrier and Sprint agree that PLC and PIC change
orders will be supported with appropriate documentation and verification
as required by FCC and Commission rules. In the event of a subscriber
complaint of an unauthorized PLC record change where the Party that
ordered such change is unable to produce appropriate documentation and
verification as required by FCC and Commission rules (or, if there are
no rules applicable to PLC record changes, then such rules as are
applicable to changes in long distance carriers of record), such Party
shall be liable to pay and shall pay all nonrecurring charges associated
with reestablishing the subscriber's local service with the original
local carrier
4. Each Party will provide the other, if requested, as agent of the
end-user customer, at the time of the PLC order, current "As Is"
pre-ordering/ordering information relative to the end-user consisting of
local features, products, services, elements, combinations, and any
customer status qualifying the customer for a special service (e.g., DA
exempt, lifeline, etc.) provided by the Party to that end-user. Each
Party is responsible for ordering the Telecommunications Services
desired by the end-user customer.
5. Until such time as numbering is administered by a third party, Sprint
shall provide Carrier the ability to obtain telephone numbers from
Sprint, and to assign these numbers with the Carrier customer. This
includes vanity numbers. Reservation and aging of numbers remain the
responsibility of Sprint. Carrier shall pay Sprint the reasonable
administrative costs of this function.
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8. A non-branded, or at Carrier's cost, a branded (sticker on a non-branded
form"), customer-not-at-home card shall be left by Sprint at the
customer's premises when a Carrier customer is not at home for an
appointment and Sprint performs repair or installation services on
behalf of Carrier.
9. Sprint will ensure that all applicable alarm systems that support
Carrier customers are operational and the support databases are
accurate. Sprint will respond to Carrier customer alarms consistent with
how and when they respond to alarms for their own customers.
10. Carrier shall receive prior notification of any scheduled maintenance
activity performed by Sprint that may be service affecting to Carrier
local customers (e.g., cable throws, power tests, etc.).
B. Transfer of Service Announcements - When an end-user who continues to be
located within the local calling area changes from Sprint to Carrier and
does not retain its original telephone number which was provided by
Sprint. Sprint will provide a new number announcement on the inactive
telephone number upon request, for a minimum period of 90 days (or some
shorter reasonable period when numbers are in short supply), at no
charge to the end-user or the Carrier unless Sprint has a tariff on file
to charge end-users. This announcement will provide details on the new
number to be dialed to reach this customer.
C. Repair Calls - Carrier and Sprint will employ the following procedures
for handling misdirected repair calls:
1. Carrier and Sprint will educate their respective customers as to the
correct telephone numbers to call in order to access their respective
repair bureaus.
2. To the extent the correct provider can be determined, misdirected repair
calls will be referred to the proper provider of local exchange service
in a courteous manner, at no charge, and the end-user will be provided
the correct contact telephone number. In responding to repair calls,
neither Party shall make disparaging remarks about the other, nor shall
they use these repair calls as the basis for internal referrals or to
solicit customers or to market services. Either Party may respond with
accurate information in answering customer questions.
3. Carrier and Sprint will provide their respective repair contact numbers
to one another on a reciprocal basis.
D. Restoration of Service in the Event of Outages - Sprint restoration of
service in the event of outages due to equipment failures, human error,
fire, natural disaster, acts of God, or similar occurrences shall be
performed in accordance with the following priorities. First,
restoration priority shall be afforded to those services affecting its
own end-users
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and identified Carrier end-users relative to national security or
emergency preparedness capabilities and those affecting public safety,
health, and welfare, as those elements and services are identified by
the appropriate government agencies. Second, restoration priority shall
be afforded between Sprint and Carrier in general. Third, should Sprint
be providing or performing Tandem Switching functionality for Carrier,
third level priority restoration should be afforded to any trunk.
Lastly, all service shall be restored as expeditiously as practicable
and in a non-discriminatory manner.
E. Service Projections - Carrier shall make available to Sprint periodic
service projections, as reasonably requested.
F. Quality of Service
1. Upon deployment of Electronic Interfaces, Sprint shall provide Carrier
with at least the same intervals and level of service provided by Sprint
to its end-users or other Carriers at any given time.
2. Upon deployment of Electronic Interfaces, Sprint shall provide Carrier
maintenance and repair services in a manner that is timely, consistent
with service provided to Sprint endusers and/or other Carriers.
3. Carrier and Sprint shall negotiate a process to expedite network
augmentations and other orders when requested by Carrier.
4. Carrier and Sprint will mutually develop operating statistical process
measurements that will be monitored monthly to ensure that a negotiated
service quality level is maintained.
G. Information
1. Order confirmation must be provided within 24 hours of completion to
ensure that all necessary translation work is completed on newly
installed facilities or augments.
2. Sprint and Carrier shall agree upon and monitor operational statistical
process measurements. Such statistics will be exchanged under an agreed
upon schedule.
V. ADDITIONAL SERVICES
A. 911/E911
1. Description
a. Where Sprint is the owner or operator of the 911/E911 database,
Sprint will maintain daily updating of 911/E911 database
information related to Carrier endusers.
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b. Sprint will provide Carrier a default arrangement/disaster
recovery plan including an emergency back-up number in case of
massive trunk failures.
B. Directory Listings and Distribution
1. White Page Directories; Distribution; Use of Listing Information
a. Sprint agrees to include one basic White Pages listing for each
Carrier customer located with the geographic scope of its White
Pages directories, at no additional charge to Carrier. A basic
White Pages listing is defined as a customer name, address and
either the Carrier assigned number for a customer or the number
for which number portability is provided, but not both numbers.
Basic White Pages listing of Carrier customers will be
interfiled with listings of Sprint and other CLEC's customers.
b. Carrier agrees to provide Carrier customer listing information,
including without limitation directory distribution information,
to Sprint at no charge. Sprint will provide Carrier with the
appropriate format and service order updates for provision of
Carrier customer listing information to Sprint. The Parties
agree to adopt a mutually acceptable electronic format for the
provision of such information as soon as practicable. In the
event OBF adopts an industry-standard format for the provision
of such information, the parties agree to adopt such format.
c. Sprint agrees to provide White Pages database maintenance
services to Carrier. Carrier will be charged a Service Order
entry fee upon submission of Service Orders into Sprint's
Service Order Entry System, which will include compensation for
such database maintenance services. Service Order entry fees
apply when Service Orders containing directory records are
entered in Sprint's Service Order Entry System initially, and
when Service Orders are entered in order to process a requested
change to directory records.
d. Carrier customer listing information will be used solely for the
provision of directory services, including the sale of directory
advertising to Carrier customers.
e. In addition to a basic White Pages listing, Sprint will provide,
at the rates set forth in the appropriate Sprint tariff,
tariffed White Pages listings (e.g., additional, alternate,
foreign and non-published listings) for Carrier to offer for
resale to Carrier's customers.
f. Sprint agrees to provide White Pages distribution services to
Carrier customers within Sprint's service territory at no
additional charge to Carrier. Sprint represents that the
quality, timeliness, and manner of such distribution services
will be comparable to those provided to Sprint and to other CLEC
customers.
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g. Sprint agrees to include critical contact information pertaining
to Carrier in the "Information Pages" of those of its White
Pages directories covering markets in which Carrier is providing
or plans to commence providing local exchange service during the
publication cycle of such directories. Critical contact
information includes Carrier's business office number, repair
number, billing information number, and any other information
required to comply with applicable regulations, but not
advertising or purely promotional material. Carrier will not be
charged for inclusion of its critical contact information. The
format, content and appearance of Carrier's critical contact
information will conform to applicable Sprint and/or directory
publisher guidelines and will be consistent with the format,
content and appearance of critical contact information
pertaining to all CLECs in a directory.
h. Sprint will accord Carrier customer listing information the same
level of confidentiality that Sprint accords it own proprietary
customer listing information. Sprint shall ensure that access to
Carrier customer proprietary listing information will be limited
solely to those of Sprint and Sprint's directory publisher's
employees, agents and contractors that are directly involved in
the preparation of listings, the production and distribution of
directories, and the sale of directory advertising. Sprint will
advise its own employees, agents and contractors and its
directory publisher of the existence of this confidentiality
obligation and will take appropriate measures to ensure their
compliance with this obligation. Notwithstanding any provision
herein to the contrary, the furnishing of White Pages proofs to
a CLEC that contains customer listings of both Sprint and
Carrier will not be deemed a violation of this confidentiality
provision.
i. Sprint will include Carrier's customer listing information upon
request of any third parties to purchase Sprint's customer
listing information. Upon receipt of such requests, Sprint and
Carrier will work cooperatively to address any payments for the
sale or license of Carrier customer listing information to third
parties. Any payments due to Carrier for its customer listing
information will be net of administrative expenses incurred by
Sprint in providing such information to third parties. Sprint
will compensate Carrier on an annual basis.
2. Other Directory Services. Sprint will exercise reasonable efforts to
cause its directory publisher to enter into a separate agreement with
Carrier which will address other directory services desired by Carrier
as described in this Section 2. Both parties acknowledge that Sprint's
directory publisher is not a party to this Agreement and that the
provisions contained in this Section 2 are not binding upon Sprint's
directory publisher.
a. Sprint's directory publisher will negotiate with Carrier
concerning the provision of a basic Yellow Pages listing to
Carrier customers located within the geographic scope of
publisher's Yellow Pages directories and distribution of Yellow
Pages directories to Carrier customers.
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b. Directory advertising will be offered to Carrier customers on a
nondiscriminatory basis and subject to the same terms and
conditions that such advertising is offered to Sprint and other
CLEC customers. Directory advertising will be billed to Carrier
customers by directory publisher.
c. Directory publisher will use commercially reasonable efforts to
ensure that directory advertising purchased by customers who
switch their service to Carrier is maintained without
interruption.
d. Information pages, in addition to any information page or
portion of an information page containing critical contact
information as described above in Section 1(f), may be purchased
from Sprint's directory publisher, subject to applicable
directory publisher guidelines and regulatory requirements.
e. Directory publisher maintains full authority as publisher over
its publishing policies, standards and practices, including
decisions regarding directory coverage area, directory issue
period, compilation, headings, covers, design, content or format
of directories, and directory advertising sales
C. Directory Assistance
1. General Requirements
a. Where Sprint is a directory assistance service provider, at
Carrier's request, subject to any existing system capacity
restraints which Sprint shall work to overcome, Sprint will
provide to Carrier for resale, Carrier branded directory
assistance service which is comparable in every other way to the
directory assistance service Sprint makes available to its own
end-users.
b. Sprint will make Carrier's data available to anyone calling
Sprint's DA and will update its database with Carrier's data in
Parity with updates from its own data.
c. Sprint may store proprietary customer information provided by
Carrier in its Directory Assistance database; such information
should be able to be identified by source provider in order to
provide the necessary protection of Carrier's or Carrier
customer's proprietary or protected information.
d. Carrier may limit Sprint's use of Carrier's data to directory
assistance or, pursuant to written agreement, grant greater
flexibility in the use of the data subject to proper
compensation.
e. If Directory Assistance is a separate retail service provided by
Sprint, Sprint must allow wholesale resale of Sprint DA
service.
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f. To the extent Sprint provides directory assistance service,
Carrier will provide its listings to Sprint via data and
processed directory assistance feeds in accordance with an
agreed upon industry format. Sprint shall include Carrier
listings in its directory assistance database.
g. Carrier has the right to license Sprint unbundled directory
databases and sub databases and utilize them in the provision of
its own DA service. To the extent that Carrier includes Sprint
listings in its own directory assistance database, Carrier shall
make Sprint's data available to anyone calling Carrier's DA.
h. Sprint will make available to Carrier all DA service
enhancements on a nondiscriminatory basis.
i. When technically feasible and requested by Carrier, Sprint will
route Carrier customer DA calls to Carrier DA centers.
2. Business Processes
a. Sprint will, consistent with Section 222 of the Act, update and
maintain the DA database with Carrier data, utilizing the same
procedures it uses for its own customers, for those Carrier
customers who:
Disconnect Change Carrier
Install "Change" orders
Are Non-Published Are Non-Listed
Are Non-Published/Non-Listed
b. Carrier shall xxxx its own end-users.
c. Carrier will be billed in an agreed upon standard format.
d. Sprint and Carrier will develop interSprint procedures to
correct errors when they are identified in the database.
3. Compensation
a. When Carrier is rebranding the local service of Sprint,
directory assistance that is provided without separate charge to
end-users will be provided to Carrier end-users as part of the
basic wholesale local service, subject to any additional actual
expense to brand the service with Carrier's brand. Where DA is
separately charged as a retail service by Sprint, Carrier shall
pay for DA service at retail less avoided cost.
b. Sprint shall place Carrier end-users listings in its directory
assistance database for no charge.
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c. Sprint shall, subject to Section 222 of the Act, as enacted or
hereafter amended, make its unbundled directory assistance
database available to Carrier. Prices shall be set at TELRIC
plus a reasonable allocation of joint and common costs.
d. Any additional actual trunking costs necessary to provide a
Carrier branded resold directory assistance service or routing
to Carrier's own directory assistance service location shall be
paid by Carrier.
D. Operator Services
I. General Requirements
a. Where Sprint (or a Sprint Affiliate on behalf of Sprint)
provides operator services, at Carrier's request (subject to any
existing system capacity restraints which Sprint shall work to
overcome) Sprint will provide to Carrier, Carrier branded
operator service which is comparable in every other way to
operator services Sprint makes available to its own end-users.
b. At Carrier's request, subject to any existing system capacity
restraints which Sprint shall work to overcome, Sprint will
route Operator Service traffic of Carrier's customers to the
Carrier's Operator Service Center.
c. Sprint shall provide operator service features to include the
following: (i) local call completion 0- and 0+, billed to
calling cards, billed collect, and billed to third party, and
(ii) billable time and charges, etc.
2. Compensation
a. Sprint shall provide operator services for resale at wholesale
prices.
b. When Carrier requests Carrier branded Sprint operator services
for resale any actual additional trunking costs associated with
Carrier branding shall be paid by Carrier.
c. The Parties shall jointly establish a procedure whereby they
will coordinate Busy Line Verification ("BLV") and Busy Line
Verification and Interrupt ("BLVI") services on calls between
their respective end-users. BLV and BLV1 inquiries between
operator bureaus shall be routed over the appropriate trunk
groups. Carrier and Sprint will reciprocally provide adequate
connectivity to facilitate this capability. In addition, upon
request of Carrier, Sprint will make available to Carrier for
purchase under contract BLV and BLVJ services at wholesale
rates.
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VI. ADDITIONAL RESPONSIBILITIES OF THE PARTIES
A. Cooperation on Fraud
1. The Parties agree that they shall cooperate with one another to
investigate, minimize and take corrective action in 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.
2. At a minimum, such cooperation shall include, when allowed by
law or regulation, providing to the other Party, upon request,
information concerning any end-user who terminate services to
that Party without paying all outstanding charges, when such
end-user seeks service from the other Party. Where required, it
shall be the responsibility of the Party seeking such
information to secure the end-user's permission to obtain such
information.
B. Proprietary Information
I. During the term of this Agreement, it may be necessary for the Parties
to provide each other with certain information ("Information")
considered to be private or proprietary. The recipient shall protect
such Information from distribution, disclosure or dissemination to
anyone except its employees or contractors with a need to know such
Information in conjunction herewith, except as otherwise authorized in
writing. All such Information shall be in writing or other tangible form
and clearly marked with a confidential or proprietary legend.
Information conveyed orally shall be designated as proprietary or
confidential at the time of such oral conveyance and shall be reduced to
writing within 30 days.
2. The Parties will not have an obligation to protect any portion of
Information which: (a) is made publicly available lawfully by a
non-Party to this Agreement; (b) is lawfully obtained from any source
other than the providing Party; (c) is previously known without an
obligation to keep it confidential; (d) is released by the providing
Party in writing, or (e) is required to be disclosed pursuant to a
subpoena or other process or order issued by a court or administrative
agency having appropriate jurisdiction, provided however, that the
recipient shall give prior notice to the providing Party and shall
reasonably cooperate if the providing Party deems it necessary to seek
protective arrangements.
3. Each Party will make copies of the Information only as necessary for its
use under the terms hereof, and each such copy will be marked with the
same proprietary notices as appearing on the originals. Each Party
agrees to use the Information solely in support of this Agreement and
for no other purpose.
4. All records and data received from Carrier or generated by Sprint as
part of its requirements hereunder, including but not limited to data or
records which are received or generated and stored by Sprint pursuant to
this Agreement, shall be proprietary to Carrier and subject to the
obligations specified in this Section.
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5. The Parties acknowledge that Information is unique and valuable, and
that disclosure in breach of this Agreement will result in irreparable
injury to owner for which monetary damages alone would not be an
adequate remedy. Therefore, the Parties agree that in the event of a
breach or threatened breach of confidentiality the owner shall be
entitled to specific performance and injunctive or other equitable
relief as a remedy for any such breach or anticipated breach without the
necessity of posting a bond. Any such relief shall be in addition to and
not in lieu of any appropriate relief in the way of monetary damages.
C. Law Enforcement And Civil Process
1. Intercept Devices
Local and federal law enforcement agencies periodically request
information or assistance from local telephone service providers. When
either Party receives a request associated with a customer of the other
Party, it shall refer such request to the Party that serves such
customer, unless the request directs the receiving Party to attach a pen
register, trap-and-trace or form of intercept on the Party's facilities,
in which case that Party shall comply with any valid request. Charges
for the intercept shall be at Sprint's applicable charges.
2. Subpoenas
If a Party receives a subpoena for information concerning an end-user
the Party knows to be an end-user of the other Party, it shall refer the
subpoena back to the requesting Party with an indication that the other
Party is the responsible Company, unless the subpoena requests records
for a period of time during which the Party was the end-user's service
provider, in which case the Party will respond to any valid request.
3. Hostage or Barricaded Persons Emergencies
If a Party receives a request from a law enforcement agency for
temporary number change, temporary disconnect or one-way denial of
outbound calls for an end-user of the other Party by the receiving
Party's switch, that Party will comply with any valid emergency request.
However, neither Party shall be held liable for any claims or damages
arising from compliance with such requests on behalf of the other
Party's end-user and the Party serving such end-user agrees to indemnify
and hold the other Party harmless against any and all such claims.
VII. FORCE MAJEURE
Neither Party will be liable or deemed to be in default for any delay or
failure in performance under this Agreement for an interruption in
service for which it had no control resulting directly or indirectly by
reason of fire, flood, earthquake, or like acts of God, explosion, war,
or other violence, strikes or work stoppages, or any requirement of a
governmental agency, or cable cut by a third party, provided the Party
so affected takes all reasonable steps to avoid or remove such cause of
non-performance, provides immediate
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notice to the other Party setting forth the nature of such claimed event
and the expected duration thereof, and resumes provision of service
promptly whenever such causes are removed.
VIII. LIMITATION OF LIABILITY
Except as otherwise set forth in this Agreement, neither Party shall be
responsible to the other for any indirect, special, consequential or
punitive damages, including (without limitation) damages for loss of
anticipated profits or revenue, loss of good will, loss of customers, or
other economic loss in connection with or arising from anything said,
omitted, or done hereunder (collectively "Consequential Damages"),
whether arising in contract or tort, provided that the foregoing shall
not limit a party's obligation under IX to indemnify, defend, and hold
the other party harmless against amounts payable to third parties.
Notwithstanding the foregoing, in no event shall Sprint's liability to
Carrier for a service outage exceed an amount equal to the proportionate
charge for the service(s) or unbundled element(s) provided for the
period during which the service was affected.
IX. INDEMNIFICATION
A. Each Party agrees to indemnify and hold harmless the other Party from
and against claims for damage to tangible personal or real property
and/or personal injuries arising out of the negligence or willful act or
omission of the indemnifying Party or its agents, servants, employees,
contractors or representatives. To the extent not prohibited by law,
each Party shall defend, indemnify, and hold the other Party harmless
against any loss to a third party arising out of the negligence or
willful misconduct by such indemnifying Party, its agents, or
contractors in connection with its provision of service or functions
under this Agreement. In the case of any loss alleged or made by a
Customer of either Party, the Party whose customer alleged such loss
shall indemnify the other Party and hold it harmless against any or all
of such loss alleged by each and every Customer. The indemnifying Party
under this Section agrees to defend any suit brought against the other
Party-either individually or jointly with the indemnifying Party-for any
such loss, injury, liability, claim or demand. 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 of 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.
19
B. Each Party agrees to indemnify and hold harmless the other Party from
all claims and damages arising from the Indemnifying Party's
discontinuance of service to one of its end-users for nonpayment.
C. When the lines or services of other companies and Carriers are used in
establishing connections to and/or from points not reached by a Party's
lines, neither Party shall be liable for any act or omission of the
other companies or Carriers.
D. In addition to its indemnity obligations hereunder, each Party shall
provide, in its tariffs and contracts with its customers that relate to
any Telecommunications Service or Network Element provided or
contemplated under this Agreement, that in no case shall such Party or
any of its agents, contractors or others retained by such parties be
liable to any Customer or third party for (i) any loss relating to or
arising out of this Agreement, whether in contract or tort, that exceeds
the amount such Party would have charged the applicable Customer for the
service(s) or function(s) that gave rise to such loss, and (ii)
consequential damages (as defined in VlII. above)
X. ASSIGNMENT
A. If any Affiliate of either Party succeeds to that portion of the
business of such Party that is responsible for, or entitled to, any
rights, obligations, duties, or other interests under this Agreement,
such Affiliate may succeed to those rights, obligations, duties, and
interest of such Party under this Agreement. In the event of any such
succession hereunder, the successor shall expressly undertake in writing
to the other Party the performance and liability for those obligations
and duties as to which it is succeeding a Party to this Agreement.
Thereafter, the successor Party shall be deemed Carrier or Sprint and
the original Party shall be relieved of such obligations and duties.
except for matters arising out of events occurring prior to the date of
such undertaking.
B. Except as herein before provided, and except to an assignment confined
solely to moneys due or to become due, any assignment of this Agreement
or of the work to be performed, in whole or in part, or of any other
interest of a Party hereunder, without the other Party's written
consent, which consent shall not be unreasonably withheld or delayed,
shall be void. It is expressly agreed that any assignment of moneys
shall be void to the extent that it attempts to impose additional
obligations other than the payment of such moneys on the other Party or
the assignee additional to the payment of such moneys.
XI. DISPUTE RESOLUTION
A. Other Than Billing - The Parties recognize and agree that the Commission
has continuing jurisdiction to implement and enforce all terms and
conditions of this Agreement. Accordingly, the Parties agree that any
dispute arising out of or relating to this Agreement that the Parties
themselves cannot resolve may be submitted to the Commission for
resolution. The Parties agree to seek expedited resolution by the
Commission, and shall request that resolution occur in no event later
than sixty (60) days
20
from the date of submission of such dispute. If the Commission appoints
an expert(s) or other facilitator(s) to assist in its decision making,
each party shall pay half of the fees and expenses so incurred. During
the Commission proceeding each Party shall continue to perform its
obligations under this Agreement provided, however, that neither Party
shall be required to act in any unlawful fashion. This provision shall
not preclude the Parties from seeking relief available in any other
forum.
B. Billing
I. If any portion of an amount due to a Party ("the Billing Party") under
this Agreement is subject to a bona fide dispute between the Parties,
the Party billed (the "Non-Paying Party") shall within thirty (30) days
of its receipt of the invoice containing such disputed amount give
notice to the Billing Party of the amounts it disputes ("Disputed
Amounts") and include in such notice the specific details and reasons
for disputing each item. The Non-Paying Party shall pay when due (i) all
undisputed amounts to the Billing Party and (ii) fifty (50) percent of
the Dispute Amount. The remaining balance of the Disputed Amount not
paid shall thereafter be paid with appropriate late charges, if
appropriate, upon final determination of such dispute.
2. If the Parties are unable to resolve the issues related to the Disputed
Amounts in the normal course of business within thirty (30) days after
delivery to the Billing Party of notice of the Disputed Amounts, each of
the Parties shall appoint a designated representative that has authority
to settle the dispute and that is at a higher level of management than
the persons with direct responsibility for administration of this
Agreement. The designated representatives shall meet as often as they
reasonably deem necessary in order to discuss the dispute and negotiate
in good faith in an effort to resolve such dispute. The specific format
for such discussions will be left to the discretion of the designated
representatives, however all reasonable requests for relevant
information made by one Party to the other Party shall be honored.
3. If the Parties are unable to resolve issues related to the Dispute
Amounts within thirty (30) days after the Parties' appointment of
designated representatives pursuant to subsection 2, then either Party
may file a complaint with the Commission to resolve such issues or
proceed with any other remedy pursuant to law or equity. The Commission
may direct payment of any or all funds plus applicable late charges to
be paid to either Party.
XII. MISCELLANEOUS
A. Governing Law - The Parties agree that this Agreement shall be construed
in accordance with and governed by the laws of the State where the
resale service is provided.
B. Compliance With Laws - Both Parties agree to comply with all applicable
federal, state, and local laws, including, but not limited to the
Communications Act of 1934 as amended.
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C. Notices . All notices required or permitted to be given hereunder shall
be in writing and shall be deemed to be effective as follows: (i) by
hand on the date delivered; (ii) by certified mail, postage prepaid,
return receipt requested, on the date the mail is delivered or its
delivery attempted; (iii) by facsimile transmission, on the date
received in legible form (it being agreed that the burden of proof of
receipt is on the sender and will not be met by a transmission report
generated by the senders facsimile machine), or (iv) if sent by
electronic messaging system, on the date that electronic message is
received. Notices shall be given as follows:
If to Sprint: If to Carrier:
Xx. Xxxxx Xxxxxx Xx. Xxxxx Xxxxxx
Field Service Manager Local Services Manager
0000 Xxxx 000 Xxxxxx 0000 Xxxx Xxxxxxxx
Xxxxxxxx Xxxx, XX 00000 Xxxxxxxx, XX 00000
Either Party may change its address or the person to receive notices by
a notice given to the other Party in the manner set forth above.
D. Good Faith - The Parties agree to use their respective diligent and good
faith efforts to fulfill all of their obligations under this agreement.
The Parties recognize, however, that to effectuate all the purposes of
the Agreement, it may be necessary either to enter into future
agreements or to modify the Agreement, or both. In such event, the
Parties agree to cooperate with each other in good faith. This Agreement
may be modified by a written instrument only, executed by each Party
hereto.
E. Headings - The headings in this Agreement are inserted for convenience
and identification only and are not intended to interpret, define, or
limit the scope, extent or intent of this Agreement.
F. Execution - This Agreement may be executed in one or more counterparts,
all of which taken together will constitute one and the same instrument.
G. Benefit - The Parties agree that this Agreement is for the sole benefit
of the Parties hereto /and is not intended to confer any rights or
benefits on any third party, including any customer of either Party, and
there are no third party beneficiaries to this Agreement or any part or
specific provision of this Agreement.
H. Survivorship - Sections VI, VIII, and IX shall survive termination or
expiration of this Agreement.
I. Entire Agreement - This Agreement constitutes the entire agreement
between the Parties and supersedes all prior oral or written agreements,
representations, statements, negotiations, understandings, and proposals
with respect to the subject matter hereof.
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IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
executed by their respective duly authorized representatives.
SPRINT CARRIER
By: /s/ Xxxx X. Xxx By: /s/ [Illegible]
Name: Xxxx X. Xxx Name: [Illegible]
Title: Vice President-Carrier and Regulatory Title: President
Date: 5/7/97 Date: 4/18/97
23
EXHIBIT 1
--------------------------------------------------------------------------------
SPRINT - UNITED & CENTEL
RESALE DISCOUNTS
--------------------------------------------------------------------------------
Sprint/United and Sprint/Centel of Texas are discounting as listed below from
the current tariffed rates until such time as appropriate tariffs are filed.
These discounts axe band upon Sprint/United and Sprint/Centel Telephone's
Avoided Cost Studies.
UNITED CENTEL
SERVICES DISCOUNTS DISCOUNTS
-------- --------- ---------
Residential Local Service 16.96% l7.40%
Simple Business Local Service 16.96% 17.40%
Local Measured Service 16.96% 17.40%
Extended Area Service 16.96% 17.40%
Centrex Line 16.96% 17.40%
Key System 16.96% 17.40%
PBX 16.96% 17.40%
Custom Calling Features 16.96% 17.40%
CLASS 16.96% 17.40%
Centrex Features 16.96% 17.40%
Directory Assistance 43.94% 35.63%
Operator Assistance 43.94% 35.63%
Private Line Assistance 16.96% 17.40%
Intralata Toll 16.96% 17:40%
EXHIBIT 2
INTERIM STANDARDS FOR ACCESS TO SYSTEMS
Ordering
Company will follow the industry standards defined by the Ordering and Billing
Forum (OBF) for the ordering of Local Service using an Electronic Data
Interchange (EDI) electronic interface for the Local Service Request Form (LSR).
The Company will use its best efforts to implement the components of the LSR
that went to final closure in the October 1996 OBF session by July 1, 1997. Any
issues that go to initial or final closure in the February 1997 session will be
reviewed to determine which, if any, can be included in the July 1, 1997
deliverable. Company will jointly develop with the Carrier an implementation
agreement which will include defining a method of transport, using
Connect:Direct (CDN) technology. Any open issues after the February 1997 OBF
session will be reviewed on a case-by-case basis to develop interim solutions
until system changes can be made.
Pre-Ordering
Company will follow industry standards defined by the OBF or other standard
setting body for the pre-ordering validation requested by Carrier as they are
defined. Company is actively working towards implementing changes to the
operational support systems that will facilitate the implementation of
electronic interfaces once standards are defined. These changes include the
following infrastructure projects:
Consolidation and standardization of telephone number assignment systems
Consolidation and standardization of addresses
Mechanization of services and features availability
Company will share the projected implementation dates of these infrastructure
projects as they become available and is willing to provide monthly status
reports and project reviews as necessary. Company will commit to a project
completion date and a specific technology for implementation of electronic
interfaces for pre-ordering validation at the time industry standards go to
initial closure. The electronic interface will be implemented within twelve
months of the industry standards being defined.
Company currently does not provide exact appointment times to our end users and
is not in a position to offer it to Carrier. System and process modifications
are being reviewed to determine the scope of implementing this functionality. A
timeline, including the electronic interface, will be provided when the system
analysis is complete.
Company will work with Carrier in the interim to develop work arounds so that
Carrier can get the pre-ordering validation information as quickly as possible.
ATTACHMENT B
Affidavit of Xxxxxxx X. Xxxxx
AFFIDAVIT OF XXXXXXX X. XXXXX
STATE OF KANSAS, COUNTY OF XXXXXXX) ss:
Before me, the undersigned authority, on this 9th day of June, 1997,
personally appeared Xxxxxxx X. Xxxxx who, upon being by me duly sworn on oath,
deposed and said the following:
1. My name is Xxxxxxx X. Xxxxx. I am over the age of twenty-one, of sound
mind and competent to testify to the matters stated herein. I am
Director-Texas Revenues for Sprint-Western Operations of which United
Telephone Company of Texas, Inc. d/b/a Sprint and Central Telephone
Company of Texas d/b/a Sprint (hereinafter jointly referred to as
"Sprint") is a part.
2. On May 9, 1997, Valu-Line Long Distance ("Valu-Line") executed a Master
Resale Agreement between United Telephone Company of Texas, Inc. d/b/a
Sprint and Central Telephone Company of Texas d/b/a Sprint (the
"Agreement") I have personal knowledge of the pr6visions contained in
the Agreement.
3. The parties engaged in several months of good faith negotiations
consistent with the Telecommunications Act of 1996, culminating in the
executed agreement.
4. The Agreement, together with the two attachments incorporated therein,
are an integrated package and are the result of negotiation and
compromise between the parties.
5. There are no outstanding issues between the parties with respect to the
limited subject matter of the Agreement that need the assistance of
mediation or arbitration at this time.
6. The implementation of this Agreement is consistent with the public
interest, convenience and necessity. It sets forth the provisions under
which Valu-Line will resale Sprint telecommunications services. The
Agreement furthers the development of telecommunications competition in
the State of Texas and, thus, is consistent with the policies of this
State and the United States which encourage diversity in providers,
provide interconnectivity, and increase customer choices for
telecommunications services.
7. This Agreement is procompetitive in that it allows Valu-Line to compete
in the local exchange service market by enabling the resale of Sprint's
telecommunication services. It is beneficial to end users in Valu-Line's
certificated area because it will permit them to have an additional
choice for local telephone service.
1
8. The implementation of this Agreement is consistent with the policies
embodied in the Public Utility Regulatory Act of 1995 in that this
Agreement fosters, encourages, and accelerates the continuing
development of a competitive local telephone market. Past experience has
shown that competition of the provision of telecommunication services
has benefited the public as competitors have made a variety of new
services and equipment available. Because competitive pressures
generally operate to reduce prices and improve quality, competition in
the provision of local telephone service can be expected to bring these
benefits to the public as well.
FURTHER AFFIANT SAITH NOT.
/s/ Xxxxxxx X. Xxxxx
-------------------------------
Xxxxxxx X. Xxxxx
Director-Texas Revenues
for Sprint-Western Operations
Subscribed and sworn to before me this 9th day of June, 1997, by Xxxxxxx
X. Xxxxx, Director-Texas Revenues for Sprint-Western Operations.
[SEAL]
XXXXX XXXXXXXXX
NOTARY PUBLIC
STATE OF KANSAS
/s/ Xxxxx Xxxxxxxxx
---------------------------
Notary Public
My Appointment Expires: 5-19-2001
2
