BOYCE, MUWHY, McDOWELL & G=BENF31ELiJ7 X,,Z,,bc ATTORNEYS AT LAW

>. - g?'w,5$2, g>. kf;:$ly - s ~ ~ ~ : . ~ CmEl;ix& 101 Nonh Phillips Avenue, Suite btiO pi..i-.* ,,.,r it -- ' ?'kSr+ ~. - -;,- ,. S t Sious Falls, South Dakoca 57104 <;$<;?fj. pis$&; ';i&:e %': C. '.Cii&Jrr?:.rnf:l.

P.O. Box 5015 -Pi i fi:Y?&x-j *&;k Sioux Falls, South Dakota 571 17-5015 -3..

2.??..-'* t?.:. 81.n1d1~rg;151 y,p.l;<* T.. i'f$:>4Lk.'~z ,i;t<i:%z;i: 5 : 7 ~ + ~ ~ : L ~ : K ~ F Telephone 605 336-2424 Direct Dial 55-5-73! ~.+:pa$ :.:.;.:i!g~ c. &i.~i.;~.k/ Facsimile 605 334-0618 rjweIl.@bn)ice.murp~..~:~~rn f~,;.~w: :$ &:lA:rc:-$.

' k t d s ! ? i ~ 7 ~ ? Rullard, Executive Director Pzh!~ 1 '~ili~ies Cor~~rnission of the State of South Dakota it-H.l-j $ 3 2 ~ 8 t ~ l .Avenue Plt"c~s;~= ,513 5751)1

allti. F$IIu$ of ."cn~e~!ndments Nos. I and 2 to the Interconnectron ilgrc!entc_.ril {~ctttcctt r : iitrli Xtqtti r-izk,; r t i ~ r i

06~;est Corporation f k ' a U S WEST Comri~unications. Izc. Oar File No. 2 104.073

T3rg1 Mr. B~riiard:

A~r$ea31 ~ i . ,@SD 20:10:32:21 enclosed for filing are origitrars artd tcn 1:l01 cclftrrs tlf tsk~.sicnrinkct~is % r ~ t imd 2 1s r t x Inkrccrnnection Agreement between @link Ne t~vork .~~ Ir~c. {'"i~!fr~is''$ attd @$t:3! q:'tiq%~3q,itti it~

f L a i,' S %YEST Conlnlunications, Inc. ("Q\vest") for approval by t1-e rl3~mritrisstcret~ Yhc ,4gvci"?~li,t1t fs ,: :%c.gr*rri;i~ccl agreement wit11 the parties adopting tile negotiated irit.arcartnertit~!~ a$;rc~"tiheli\t t>t:tnzt:tek 1: iioS *iti;-t. tt~rkr. 111~. and Qwest Co~pora t io~~ flkfa U S WEST' Comrntttrrcurro~~s~ LHC. tt 2itt.h n , ts ;qlp~twi:d rfi,? !flk~

4"-i*:.;rm~ssio.n effective Septeiilber 29, 21300 in Doekct No. TCCIO- 173. -1 irie c r ~ e . i w ~ k t ~ r . ~ ~ t \ ~ t i ~ \ r : i ~ l Yt? L i t r l t I y

smrris, conditions a7d rates for Unbundled Dedicated Intcroffiee *I'nrnap%>v.a t"'t i f ~ 8 " " ) ar16f ;$~r~c:rfcif~ir*nt 1 t 1 2 rcpbccs [he tine Slxar~n~ Interim Agreement entered inlo hettvcett @ Irrtk it;td ch'r'cst r.ir+ ~ I t c 24" u i : k ~ r.ll;' .\p'ii.

rt'fX~0 with the terns, collditiorls and rates for Line Sl~aring as sct k?r!lt in Atiacht~lcrar 1 kc3 c",atrctri4~~rerrt Z

has a~ktl~ofized Qwest to submit t h ~ s Agrecrncnt on (@linkus bci~;ilF,

L.+' *.C

r *W'I"i% St G{>fJ $g ;;;5&2,3 ;,I; ;"t$"$ :-2

i - ;~cl<~$~tr~s k$T{i*iyffig ;;4>&4g[:$$5{fjg * - hi;- .fav~ifcr .At iles - Regulatory Speclalist (@link) (enclosnr~? lettar tt~tfyf

his, Callccn Scsiclld !Y$S. lt431-y Suflivan (enclosul*e lettsl- only)

Amendment No, 1 to the Interconnection Agrleement $xF$PF BPC-P %a % <#rd bz5 4

Between @link Networks, tnc.

and Qwest Corporation

f.k.a. U S WEST CommunCcaticrns, tnc. South Dakota

This Amendment No. 1 ("Amendment") 1s made and entered into by and bsWet;n @L~n;l. Networks, lnc. ("@linkn) and Qwest Corporation f k.a. U S VEST CommwPli.c8bbns fnc iC'Qwest") .

RECITALS

WHEREAS, @link and Qwest entered into an Interconnection Agreement far s@rwe:e t r : the state ~f South Dakota that was approved by the Souttl~ Dattcsta Public tdtd@t&$ Gommission ("Commisslon"); and

WHEREAS, @link and Qwest desire to amend the Agreement by addtng the terms, conditions and rates contained herein.

NOW THEREFORE, in consideration of tlte mutual terms. ctavenants and ~ortefitrar?~ contained in this Amendment and other good and vaIuable Csnsrefettr@tian. t i~e r@ce~@P 8tsQ sufficiency of which is hereby acknowledged, the Partias agree as iaite;awss

q. General.

The ,Agreement is hereby amended by adding terms, conditriosrs and rates for Unbundled Dedicated Interoffice 'f ransport ("UDtTj, as set forth rn Attachment 1, to this Amendment, attached heretcr and incorparated herein by this reference.

This Ameridment shall be deemed effective upan apprcsval by the apgdagfiaie Cornnlission; however, the Parties may agree ta impfement thc prOu!rstanr; af Amendment upon execution. To accommodate this need. @fink mtist generate, IE necasisary, an updated Customer Quesiionnar:e In addrtian tra the Custamw Questiurtnaire, all system updates will need to be completed by Qwesf @link v&iY 11e ~otifietd when all system changes have been made Actual order rrrocessrr-rg r t % ~ { begin once these requirements have been met.

3. mlrer Amendments.

Except as modified herein, the provisions of th,p Agreement shatl rgmarn rri jitrit dbri:~ and effect. Neither the Agreement nor this Amendment may be f ~ g h a f smcfickd @F

altered except by written ~nstrumant executed by an authartzeri repres~t2'iiaftve ~f both Parties

i0!4~2000!dhdiAmendl IudiVsd doc Amsnflrnenf to CDS-000726-00451~

"The Parties intending to be legally bound have executed this Amendmen? as af $be dabs set forth below, in muitiple counterparts, each d which IS deemed an artginat, but ail of which shall constitute one and the same instrument.

Name Printedflyped

Chief Network Office: ---."w.-

TNe 'OGf <: r ,c- , t ' \ , g ,

-- Dale

'!0:4QOC1ClldhdlArnendl IucliVsd doc kr~~&.~rdrnent to CI3.S-000726-00451~

Attachment I Unbundled Dedicated Interoffice Transport (UDIT)

Qwest shall provtde Unbundled Dedicated Interoffice Transpcri (UDIT] ktpl a nniai- discrfm~naiory manner accordtng to the following terms and cor~d~trulzs

"f Description

1 1 Unbundled Dedicated Interoffice Transplod (UDiSt pmvldes GLEC with a network element of a single transmiss~on path between two Qwest Wigre Centers in the same LATA and state. Extended UnbundIed Dedtceled Fnt@r~ng?--;~e Transport (EUDIT) provides CLEC with a bandwidth spectfic transmission pail* between the Qwest Sewing Wire Center to CLEC's Wine Center or an ! W s potnt af presence located within the same Qwest Serving Wire Center area UD!"rie a d~stance-sensitive, flat-rated bandwidth-specific interoffice transmrsston aa:5 designed ta a DSX in each Qwest Wire Center. EUDIT is a flat-rated, bandvlrtdsi-P- specifrc Interoffice transmission path. EUDlTs and tJtlilfs are avalia3le rw D $ i DS3. OC-3 and OC-12 bandwidths and such hrghet c:apacrtie-s as evalve oiqEi

ixme where facilities are available UDIT is also avalleble rn OSO b%nd@zidth CLEC can asstgn channels and transport rts chorce sf votce rxr dats Specrficatlons, interfaces and parameters are dascrrherj rn 13 S WEST T$~hni~&i Publtcatton 77359.

! ,2 An Unbundled Multlpiexer 1s offered as a sfanciha!orae erametrt associated with UDIT A 3/1 Multrplexer provides (31.EC with ihs 8Esrliky :to rnult~plex the DS3 44 736 Mbps signal to 28 DS1 I 544 Mbpr; chamefs The 351 Multiplexer, in conjunction wrth an ITP, provides a US3 stgnat tarnltnated at a demarcation point and 28 DSI s~gnals terminated at a 1demareat;on pairyt A f;O Multiplexer provides CLEC with the abrlity to rnultiplt;~ the DS? f 54% Mhps signal to 24 DSO 64 Kbps channels The 110 Muftrplaxer ljrrswrde3 a CIS I srgnal termtnated at a demarcation point and 24 DSQ srynais tePmrrrsted at a demarcation pant

2. Terms and Conditions

2.1 CLEC is responsible for perform~ng cross connecttans ~vtthtfit Zjleti. coilocatior~ between UDIT, EUDlY and other UNEs, anciliary ?sf;rtta'~as ~ t d finished sewices and transmisston design work. t~"~cIui;ki~g regeiserstian requrrements for such connectiorrs.

2.2 CLEC must order all multtptexrng elements and regstreratan requtrements with its ~nliial Installation for the 3 1 Multiplexer, ~rscluding at1 28 DSls and the settings on the multiplexer cards I f opttans are not sefecfe3 and rdentified on the order by CLEC, the order wilt not be pro~essed untrt opttzrr~s are selected For the 110 Multiplexer, the low srde channels may be urder~d as needed Low Srde Channelization charges are assigned as char:nals are ordered.

i U14~ZODUlcfhdlArnendIludrtlsd doc Amendment 10 CDS-000726-00451~

r$ b~

= ,,? WiUs the except~on of pre-existing combinations provided through g&? USE Caa-rbtnot~ans Sectton, CLEC must have Collocation at both ends of the + c 3, ,;a *?

9 a GLEC shalt not use unbundled interoffice transport as substitutes $4:~: 9B06tWi S)f switched access services, except to the extent CLEC provides such %k>?vaF&$ to ils ond users In association with local exchange services.

2 f For DS? EUDIT, Qwest may provide existing copper to CLEC's %?$e%;trrg tV~re Csntsr Far EUDIT above DS1 , Qwest provides an optical interface wf li.jcatior, requested by CLEC.

2 t$ At the terminating location for each EUDIT, space shall be prataraed ts QweisF for tht? necessary termination equipment.

1 1

2 : ELIDIT' cannot traverse a Qwest Wire Center

3 ! DSt UDlT rates are contained in Exhibit A of this Agreement and si"k$ti~?e the fallowrng elements:

4 ) CIS7 Transport Termination (Fixed) Rate Element. This recurring rate element provides a 1 544 Mbps termination at a DSX or DCS. In addrtion to the fixed rate element, 2 per-mile rate element, as described belaw, alsa applies.

bl DSl Transport Facilities (Per Mile) Rate Element. This recurring rate element pruvides a transmission path of 1.5#44 Mbps between Qwest Pkr~ Centers This is a mileage sensitive element based on the V&H crrardrnales of the DS1 UDIT. The mileage is calculated between the ariginnting and terminating offices

c j DS1 EUDIT Facility Rate Element. This recurring rate element piov~des a transmission path of 1.544 Mbps between a Qwest Wire Center and CLEC Wire Center or IXC point of presence. This is a non- CSr~rt;a:?"i~e smsi11ue rate element.

d:; DSt Non-Recurring Charge. One-time charges apply for a s~ctfir, work activity associated with installation of the DS1 service.

a: DS1 EUOlT Non-Recurring Charge. This one-time charge applies F&r fhs specific work activity associated with the installation of a DS1 EUDIT Facility.

-- ,- 4 i 1953 UnlT rates are contamed in Exhibit A of this Agreement and inritr-;l~ ?Re %otlrawtr?g elements:

a) 053 f ransport Terrninat~on (Fixed) Rate Element. This recurring sate aiE.ment provides a 44.736 Mbps termination. In addition to the fixed rsste eiarriant, a per-mile rate element, as described below, also applies.

b 0-33 S'rar%sport Facilitie~ (Per Mile) Rate Element. This recurring -rd@t? @4a&~%s72 @r@v~Ej@fi ~ l n ~nter~ffice transmission path of 44.736 Mbps tR?F&wr? C3west W~rre Centers Tliis IS a mileage sensitive element based st% % k t V&H r:acrrdrnat;es of the DS3 UDIT. The mileage is calculated !wm@cf~ trrs originating and terminating offices.

0"aS EkJDt'T Factl~ty Hate Element This recurring rate element Gfz$;.idae% 8 trsnsrri-ts$ic?n path of 44 736 Mbps between a Qwest Serving bAii.9 6en.Ecr GtEC's serving Wire Center or IXC point of presence. *,/.

.*?.% is $2 :%?I-drstarac~ Sens~trve element

Jr 0$3 Mars-Recwrrrng Charge One-t~me charges apply for a :LPC~&I: work ~ d l ~ i t ~ W S S U C I ~ ~ @ ~ with installation of the DS3 service.

033 EtfDlWaclillty Noti-Recurring Charge. This one-time charge &~plfbd far Ute &p~@ific wark acttvlty associated with the installation of a y+av . , ,.,? Xit$f3l*T Facrlrty

"i P DSO UD1Y rates are contamed in Exhibit A of this Agreement and :i. ,ii ,$;$T 3 it? Sa6!{~$2"rg slenrents

3 DBO 'franaport Termination (Fixed) Rate Element. This recurring %$r%? k$f@menl pfrlrvtd~si a 64 Kbps terminat~on. In addition to the fixed rate ~i~;f?%en:, a gar-mile rate elemet'lt, as described below, also applies.

bi 980 Trmtsprrrt Facillt~es (Per Mile) Rate Element. This recurring F-&rfg @1~;7"igr+t grovtcfes a tr~nsmission path of 64 Kbps between Qwest i A t V * ~6 Gantar?; This is a mileage sensitive element based on the V&H c~ae&~ts&kas uf U1@ DSO URlT The mileage is calculated between the

,r*4 -, i,,,nHong arrd ter'mlnatlng offices

s;, C1"xS QNon-t'$er,urring Charge. One-time charges apply for a sg%;rrr8c w.ark acinv~fy assacrated with installation of the DSO service.

s 4 OG-3 tSCSlT rates are contarned In Exhibit A of this Agreement and .+sh~i%;i.,%? tfab fafifs18$!r?~ eiefnenls

, i ~ ; Of;;=? Transport Terrnrnat~on (Fixed) Rate Element. This recurring ?$+?%, &!exrnerlt pfovidt38 8 155 52 M b p ~ termination. In addition to the fixed r;@a et@rrEne, a &sir-rn~li; rate element, as described below, also applies.

D:; [)C ,-?; Tranal,tart Faobt~es (Per Mile) Rate Eiement. This recurring "$5 g!@fi~&rrt pretvjdes a transmission path of 155.52 Mbps between Ch%ssl r j "d iy~ Canters Thts is a distance sensitive element based on the

5s- * u&tt a$rnrdtng2&% ~f the 0 2 - 3 UDIT The mileage is calculated between ?li-r ,-.a; :B+ tin tr 12tttltg afld fermlnatlng offices

OC-3 EUQL'P F a ~ h ~ t y Rate Element. This recurring rate element 7 .

p~li;$@"s R Ir8nSmts~tan path of 155 52 Mbps between a Qwest Serving \si iwr5.r -- C%ntar 3 r d Cl..EC's serving Wire Center or IXC point of presence. f , ih $ 4 ~ a ws.:n.dsaanc.l;t sensitrve element

d) 8C-3 Non-Recurring Charge. One-t~me charges appfy for a specific work activity associated with installation of the OC-3 service

e ) OC-3 EUDlT Facility Non-Recurring Charge Thrs one-time charge appl~es for the specific work activity associated wtfh the lnstallat~on of an OC-3 EUDlT Facility.

3 5 OC-12 UDlT rates are contained in Exhibit A of this Agreement and rnclude the following elements:

a) OC-12 Transport Termination (Fixed) Rate Element. f his recurring rate element provides a 622.08 Mbps termination. In addition to the fixed rate element, a per-mile rate element, as; described belaw, afsQ applies.

b) OC-12 Transpol? Facilities (Per Mile) Rate Element, Thts recurring rate element provides a transmission path of 622.08 Mbps between Qwest Wire Centers. This is a distance sensitive element based on the V&H coordinates of the OC-12 UDIT. The mileage is catculatecf between the originating and terminating offices.

c) 02-12 EUDlT Facility Rate Element. This recurring rate element provides a transmission path of 622.08 Mbps between a Qwwt Serving Wire Center and CLEC's serving Wire Center or' lX@ point of presence This is a non-distance sensitive element.

d) OC-12 Non-Recurring Charge. One-time charges apply for a specific work activity associated with installation of the OC-12 service.

e) OC-12 EUDIT Facility Non-Recurring Charge, This one-time charge applies for the specific work activity associated with ffre installation of an OC-12 EUDIT Facility.

3 6 Low Side Channelization (LSC) Charge. A recurring ctrarge for low s~de multiplexed channel cards and settings at each end of the DSO UDIT.

3.3 311 Multiplexing rates are contained in Exhibit A of this Agreement, end include the following:

a j Recurring Multiplexing Charge. The DS3 Central OKtce Multiplexer provides de-multiplexing of cne DS3 44.736 Mbps to 28 1,544 Mbps channels.

b) Mon-recurring Multiplexing Charge. One-time charges apply for a specific wark activity associated with installation of the Muttiplexing service.

3 8 I t 0 Multiplexing rates are contatned in Exhibit A of this iZg%ernsnt. and include the following charges:

a) Wecurr~ng Multiplexing Charge. The DSO Central Office Multiplexer provides de-multiplexing of one DS1 1.544 Mbps to twenty four (24) 64 Kbps channels.

b) Non-recurring Multiplexing Charge. One-time charges apply f o ~ a specific wark activity associated with installaticrn of the Muliipiexing service, including low side channelization of all twenty four (24) channels-

c) Low Side Channelization (LSC). A recurring charge for low side ml~ltiplexed channel cards and settings plus a non-recurring charge for each individual channelization provisioning.

3.9 Rearrangement rates are contained in Exhibit A aF !I%$ Agreement.

4 Ordering Process

4 1 Ordering processes and installation intervals are as follows:

4.1.1 UDlT is ordered via the ASR process. Ordering processes are contained in the Support Functions Section of this Agreement.

4.1.2 Standard installation intervals For UDIT are contained in the Interconnect & Resale Resource Guide (IRRG) ancl are the same as DSEB, DS1 and DS3 designed intervals. The interval will start when Qwe,Pt recei\tes a complete and accurate Access Service Request (ASR), r%ris date is considered the start of the service i n t e ~ a l if the order is received prior to 3:00 p.m. The service interval will begin on the next business day for service r~quests received after 3:00 p.m. The service interwatt; have been established and are set forth in Exhibit C, Section 2.0 to this Agreement.

4.1.3 Subsequent changes to the quantity of services on an ex~stfclg order will require a revised order. Also, additional charges appfy for the following modifications to existing orders:

a) Service date changes;

b) Partial cancellation;

c) Design change; and

d) Expedited order.

4 1.4 An order may be canceled any time up to and incliiding the service date. Cancellation charges will apply.

4.1.5 Definitions of the most common critical dates that atoccur durrng the ordering and installation process are included in the Definitions Sectlon of this Agreement.

?Q~4'I~OMldhd;.4mend 1 tudrVsd doc r%.rJIg-~i trn&nr fa CUS-000726-00651~

9 2 UDtT is ordered with basic installation. Qwest will install the WDIT extending connections ta CLEC deniarcat~on point and will notify CLEC when the wark li,&iwity 15 complete.

4 J UDIT 311 multiplexing is provisioned as a complete system wtth termrnat~ons at the demarcation point and all multiplexing cards. CLEC must order settings for all cards at the time of the multiplexing request.

4 4 For UDlT 110 multiplexing, the high side is fully provisroned wrth the order "The low side is provisioned when low side charinels are ordered. Og?ional card settings are selected by CLEC at the time of the DSO order.

4.5 Qwest will perform industry standard tests when installing UDtT GBPVICe.

6.. Maintenance and Repair

5 1 The Parties will perform cooperative testing and trouble isolation to tuentify where trouble points exist. CLEC cross connections will be repaired by CLEC and Qsilest cross connections will be repaired by Qwest. Maintenance and Repair processes are contained in the Support Functions Section of this Agreement.

6 4 CLEC can submit requests through the ASI? pracess to move or rearrange UDlT or EUDIT terminations on the CLES demarcation paint or to change UDIT or EUDlT options. These rearrangements are available through e single umce or dual office request. Single office rearrangements are IIrnlted ta the change in options or movement of terminations within a single Wire Center. Dual office rearrangements are used to change options or mavenlent sf terminations in two Wire Centers. Rearrangement is only available for in-placa and working UDITs or EUDlTs.

6.2 The rearrangement of terminations or option changes are completed as an "uricoordinated change" (basic request) and will be campt@tted within the normal intervals outlined in Exhibit C.

6.3 CLEC will submit an ASR with the rearrange USOC and appropriate termination information (e.g. CFA) or NCfNCl codes (Network Channel CodesINetwork Channel Interface Codes).

?ili-$i2BiJQ/dhdlArne~?dl t l s d doc P.i~t.3ndn1cnt to CDS-000726-00451~

SOUTH DAKOTA RATES ::-:.,-2,.. .:.,:.*-. v+... .,,-.= :.-wc.*,,<.*%+..<, ..,., --.-.--.-

.h,s.. :-~-..'..-.;,;;;;.-.,,bL;..r.. ...- i..., ,-,.- .I---

%..f Qxr?&fid!g& !&riic?tnd trrtcro ? .r. ..:.:.:,,>., > .>-. -.*.- ..,-,.,.-., $,J .--,*., :, .--.- -,."-.,2---v

r ....> % 3...-..?,..,,., .,.?,, -"..c,, -,-,-+ ?.--.... & .5 i 2.. i. 3, D$i,3 ,>__ .-.i,l,i ...,.. ,..>..(-!.._ - ..,.....- .", ..,,.. 1*..,>-

b99 .:..%.. - .-: -.,- L...ir * d . . . . , . _ ~ ~ _./.-._%/i

080 :_ . ,.._, * .r-.,...,--.._..- /_".,n.C*I

OSd I . . ,. . . . . .. .. . ., . *.- .. .-...

D.$::l Dyer 50 Mites : ., .,... . .-. . % . . A < % .>-.-,,...,,-, --.. & --.. -" --

Ill I I :.. .. ,-... ," .,, . ' .,. ~....-.,,....,....-ii-.,.~ r;l..( .-,-,-.-,-------- g s ~ t ~ ~ i r ,;. -. ,'... . '.* ;,--, ', ,.- <<-, r~.;,r .--,--.-

f i : ;~ Dyer (X to 8 Miles "... . ..- ...- . .. ,,.,,'*. ~ ,.-.-,.. *, *.-<d ,--- --..- US1 Bvar R m 25 ~ i s . . .. ,,.,, -, .. .. ,...,.., ", -..%-,,-..-,-,-" <,-,--.-,. ....*,..----.---.--.- DG1 Over 2.5 to 50 Miles 08t Over 50 hdilos ' ... -. ... .,... <-,. ~. ,, .*..,....,. < "." -....- *..."-...-----

4 . .,, ... .,r , ..,,., .,.., ,- -,=.,., ~ *...--. A...'-"-- ,... *,,-,.*m.s<.--,--.----

9 *

- --- , --- --,.. -- $2?-:>- b~-12u0[7'

a ,

4 , - . - - ? . .,"*" . ---.

- - -

NOTES. " iPr:p&s Q k + i t : i i ' ~ i ~ ~ rnr51cated, all rates are pursuant to the U S WEST and AT&T

ti*twpczfls;t.?t.:Eion Agree!ment approved by the South Dakota Publ~c Utilities Comrn~ssion in tax&&! Pijirfilber TC-584, sgective March 4, 1999

i<:%te?= I:<:$ ~ b d f ' b 6 ~ 9 d ~n U S VVE$TIAT&T lllterconnectlon Arbitrat~on Docket. (TELRIC based w:m? rrtqwvgb f

Rmendment No. 2 to the lintesconpaection Agreement Between

@link Networks, Inc. RECEIVED and

Qwest Corporation d.k.a U S WEST Communications, Inc.

S0GTf-i QAKOTA PuBlJC yyj uUr$ES Cf)k&MimiON

-This Aia~ndrnent No. 2 YAmendment") is made and entered into by and between @link N@4wOfks, Ins;. E"CLECW) and Qwest Corporation f.k.a. U S WEST CommunisaJions, Inc. B Q%*$tbs t" 1%

ViigEWEAS, CLEC and Qwest entered into an Interconnection Agreement for service in rSt& $slate of Sotrfh Cjakola that was executed by CLEC on August 7, 2000 and Qwest on hugu%r 8,2008 (the "Agreement"); and

"YY2-4EWfA8, E=I,EC and Qwest desire to amend the Agreement by tadding the terms, cc~t%dhtions and ra;t%s contained herein.

AGREEMENT

t'd6iiVUr It.fEREFORE, In consideration of the mutual terms, covenants and conditions txar.rf;%~n&d En this Atnendment and other good and valuable consideration, the receipt and :;irfkcct!me:y af wkrich is hereby acknowledged, the Parties agree as fellows:

'This Anlencdnent is made in order to replace the Line Sharing Interim Agreement e f % t ~ s ~ b tnta between CLEC and U S WEST Communications, Inc. on the 241h day of April, 2QOQ and replace it with the terms, conditions and rates for tine Sharing as set forth rn Abinchrnent 1 of this Amendment 2, attached hereto and incorporated herein.

Tius An~endnent shall be deemed effective upon the appropriate state Commission; hawrrvar, tho Parties may agree to implement the provisions of this Amendment' i ~ p ~ 1 1 execution. To accon7modaie ihis need, CLEC must generate, if necessary, an trprd;ri@# Customer Questionnaire. In addition to the Questionnaire, all system upd;otes will need t~ be completed by Qwest. CLEC will be notified when all system cl-iarrges have been made, Actual order processing may begin once these ~eqzlrrf$nrents have been met.

%.$c@pt i3t3 modified herein, the provisions of the Agreement shall remain in full force aifact. Neither the Agreement nor this Amendment may be further amended or

J t~ ies i except by written instrument executed by an authorized representative of bsrll? Partias.

f*,'di'.iii:$kf.fi SQafirlg hlnendmeni Template 1"fb,"i2~fi&*1-1~d 10 C~1~5-rj~?~8-OU451@linldrrlldhdll0/17/2000

ff$d P&ti%t fgte~dfng to be legally bound have executed this Amendment as of the &&ie$ %et faanti balobv, tn mirltiple counterparts, each of which is deemed an original, ha @f@h5~2~ t4;tlaB canstiftitE? one and the same instrument.

Date - .

Attachment 1

1. tine Sharing

"1 1 Description

Line Sharing provides CLEC with the opport~rnity trr offer artl~anttad 5, amiCO% simuitaneously with an existing end user's analog voice-grade $POTS) se&zzE en a single copper loop referred to herein as the 'Shared hoap'" tllr 'L~nzs. S-Fis~tn~. ' i?,y using the frequency range above the voice band un the copper ~QQP TR~s frequency range will be referred to herern as the high frequa~rcg: spaA b d ~ m network element or "HUNE." The POTS service must be prowdeb %o the en@ user by Qwest.

1.2 Terms and Conditians

'1.2.1 General

1 2.1 . I To order the HUNE, CLEC must hsvs @ PQTS spi~tt&~ installed In the Qwest Wke Center IkBB sew@& !he &&$ U%P as provided for either Sactian $ 3 at Siikc"iinn 9 4 gn& th& end user must have dial t o w otrgina%isrg fi rm o Q;ia &s+ switch in that Wire Center CLEC arlual prt~vtd@ kite @tn$ user with, and is respsnsrbfe far ths irn?$tsnotiizn at ~ a y equipment necessary far the cod U.S.QP ta Z~CEIWQ 36p$pa€~

voice and data service ~ G ~ O S S a s1ngi6 %agg&r !a&@

1.2.1.2 POTS splitters must meefthe r~qurr@itrrrl@s"ifS f ~ r ~ a ~ t r d ofice equipment coflocattoit sat hy the FCC ar i$ cdzu~#s:@nt with ANSI T I ,413.

1.2.1.3 CLEC may use the HUNE ta prwrde any %DSL &e'ib:!c%$ that are compatible with Slwast's POT$ $bfviCC % ~ G P I services that currently are prestrm@ef to a%.iu$tt' $Big %tanbit@ are ADSL, RADSL, G.fite and Mutrtpig Vfrttr~t &if18

transmisston systems Irs the fkit~r@. addtPto~t;st a&r-br;.3ea may be L I S ~ ~ by CLEC, to ths sdeil: Efrt~%$ % ~ b ' ~ i ~ % d ~ Y Q deemed acceptable for :,me Shar~ng 86piayrnefii r~n;';i&r applicable FCC rules.

1 2 9 4 P4t38her G E C nor Qwest may ulnbza rhs Stg# Bt$$~ua:rc.,- p r i i ~ n a gwen capper leis$ d e daS!@tenCc te!efx~nn:~i?~i%~t*oos Carri&T ~!r@aj;by tb using @?& fi&"~,$~~."rty r,qge &me the s i ~ i ~ i 3 baqb on that taop $0 GFS'J:@@ &&%

~~r'*i-i:*5 $Z'*SS t " , $ ~ @Ed GSer $h-~.~t iQ@p t3f <$.&g$k Qr th@ .e.r9 ,+,zJ4 - - @+**-: p ~ z ~ f G$ $*6JthXg3g?3? ffom Q*$ Q%+S

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L-PaL*?*e '- -* d & e-

't 2 1 5 CLEC will be able to request conditioning of Shared Loops, Qwest will perform requested conditioning, including removal of load coils and excess br~dged taps, of loops. If CLEC requests conditioning, and such conditioning significantly degrades the voice servuces on a loop to the point that it is unacceptable to the end-user CLEC shall pay the rate set forth in Appendix A for the loops to be restored to their original state.

7 2 ? 6 Qwest will provide CLEC with access to the HUNE throu~h POTS splitters rnstalied in Qwest Wire Centers POTS splitters may be installed in Qwest firire Centers in either of the foiiowlng ways at the discretion of CLEC (a ) via the stardard Cailocatron arrangements s i ~ t forth in the existing interconnection Agreement betweerr CLEC and Qwest; or i t s? vta Common Area SpfiEer Gotlocation as set f&h in Sect~cun * B Under either opt$on. PBTS spftttzl~ wdl be ngpcrpnatdy hard-wlred sr pre-ivrrecl so that Qwest rs rrot required to tnventory more than two pcrcnis of t,srrninat!~n

: 2 d T C E C i..rEi provide Giwesi. ~ i i ~ h ~0n-23it17drng~ gooff fa& r6Rrng auarte~fy forecasts for Shared Loop +to'rumes on a ;*hie Ceni~r-by-'$$\re Center basis Qwesii wiif k s e p CLEC ftare-;las?s c~n5dentiat and wiii n d shai2 such forsca&s w'sth any person rnwotired rn Qwes~ reead c~ri;rztt~r,s pr~iSt l~? ptannrng or rnar'ierkrig

* + z CLf C Cohomticn Area POTS Spf~tier

2 5 : %ed~o:r: 3 3 5 ai this iirnez26imen~ $5 ! Z Z S R ~ ~ Q ro prct\~lde a trcknttal description of the n~avosk 2 r ~ h d e @ ~ ~ rsqzfred ?or 1:ne 5k~~rtn3 based an currerx2 OWES centrat O%E c3nFtgurat;ons Nefther CLEC nor Qwesr mtend for ihs Sec~~an to have any !egai effect a? G ! s price cs i mkuniftsd network eiernewts ordered by any state r=-a,n~m:ssz~n 3i agree5 to by Q;P:es$ and CLEC except as expressly r,s~ed

3 3 2 !f CLEG eIec!s to have POTS spt!g-"*ers msPai!ed in Owest LVrs Centers via the st~etdard C~i40cat:c;rr anangernents Sai forth is ?he excstr~g Intzrmnrier2trsn Agreernezt beween CLEC and Owes? CLEC vd~tl be fespnsii~ie for purchasing the POTS spkbers CLEC also wilf be respcnsible for instalhng 3 d

n~aznmirung POTS splrt9.e~~ ln its Collocatm-t arsas t~rfhtn Qwes VIiSire Cefiteis

r 3 3 CL.EC may deszgnate some or all of its existing DSO :wmmaQons for use in connectron with Line Sharing. Qwest ~vil perform any necessary DSO termmation reclass~ficatrons, frame re-ster?c;rbng, and retated work for which ~t is :espnci:b!e and &at ts requtred to provision Line Sharing.

t 3.4 CLEC may choose to have Qwest provide the cabling used for 0 5 0 terminations for Line Sharing subject to a charge that will cover the cost of the cabling, plus any additional pass through vendor invoice costs such as applicable state taxes, shipping and handling, incurred by Qwest . In the alternative, CLEC may provide all such cabling to Qwest. Qwest will not be rasponaible for any inability to obtain cabling from vendors lsecause of equipment shortages or equipment delays.

Two Interconnection Tie Pairs (ITPs) and two pre-wired DSO lernllnations will be needed to connect POTS splitters to the Uwest r~elwnrl<. One ITP will carry both voice and data traffic from the COSMlClMDF to an appropriate intermediate disfrib~~tion frame. From this frame, one DSO termination will carry both voice and data traffic to tlie POTS splitter located 111 CLEC's Collocation area. The voice and data traffic will be separated at the POTS splitter. The data traffic will be routed lo tlie CLEC's network within its Collocation area. The voice traffic; will be routed to the COSMICIMDF, via the intermediate distribution frame, using a second DSO termination and a second ITP.

1 3.6 The demarcation point between Qwest's network and CLEC's network will be the place where the combined voice and data loop is cross connected to the intermediate distribution frame.

1 4 Comrnon Area Splitter Collocation

1 4 1 Section 1,4.5 of this Amendment is intended to provide a technical description of the network architecture required for line sharing based on current Qwest central office configurations. Neither CLEC nor Qwest intend for this Section to have any legal effect on the price of unbundled network elements ordered by any state commission or agreed to by Qwest and CLEC except as expressly noted.

1 4 2 If CLEC elects to have POTS splitters installed in Qwest Wire Centers via Common Area Splitter Collocation, the POTS splitters wilt be installed in those Wire Centers in one of the foilowing locat~ons: (a) in a relay rack as close to CLEC's DSO tesrn~naiion points as possible; (b) on an intermediate dlstributron frame to the extent such a frame is available; or i c j shere re opt~ons (a) and (b) are not available due to physical space f~mitations In the Wire Centers, or in Wire Centers with r ~ h ~ r k access line counts of less than 10,000, on the GOS&4IC/NIDF or tn some other appropriate location such as an ~ x : ~ ~ n g Qvdest relay rack or bay. CLEC either may ~ t f ~ % ~ t s e POTS spiltters or have Qwest purchase POTS en?.n ,,fiiilt=s% - ctn m behalf subject to full reimbursement as 33scri3+=I in Section 2 Qwest will be responsible for the

instailatton and maintenance of the POTS splitters, but CLEC will lease the POTS splitters to Qwest at no cost. Qwest may ca-mingle the POTS splitter shelves of different CLECs in a s~rigle relay rack or bay or in the case of the option (c) above Qw~lst may co-mingle the POTS splitter' shelves with Qwest mlseellaneous equipment. Qwest will not be responsible for shortages of POTS splitters, or Qwest's inability to obtain POTS splitters from vendors, if acting as purchasing agent on behalf of CLEC.

1 4.3 CLEC may designate some or all of its existing DSO terminations for use in connection with Line Sharing. Qwest will perform any necessary DSO termination reclassifications, frame re-stenciling, and related work for which it is responsible and that is required to provision Line Sharing.

4 4 CLEC may choose to have Qwest provide the cabling used for TIE Cables subject to full reimbursement, or CLEC may provide all such cabling to Qwest. Qwest will be responsible far the installation and maintenance of the TIE Cables connecting the POTS splitters and the appropriate distribution frarne. In addition, CLEC may request that Qwest directly cable the data port of the POTS splitter to CLEC collocation araa under these same terms. Qwest will not be responsible for any inability to obtain cabling from vendors because of equipment shortages or equipment delays.

4 4 5 Two Interconnection Tie Pairs (ITPs) and three pre-wired TIE Cables and one pre-wired DSO termination will be needed to connect the POTS splitters to the Qwest network. One ITP will carry both voice and data traffic from the COSMICIMDF to an appropriate intermediate distribution frame. From this frame, one TIE Cable will carry both voice and data traffic to the PO'TS splitter. The voice and data traffic will be separated at the POTS splitter, and the separated voice and data traffic will be routed to the intermediate distribution frame v ~ a separate TIE Cables (i.e., the second and third TIE Cables). At the intermediate distribution frame, the data traffic will be routed to CLEC's Collocation area via a DSO termination, and the voice traffic will be routed to the COSMICIMDF via a second ITP. In the alternative, CLEC may request that Qwest directly cable the data port of the POTS splitter to the CLEC collocation area under these same terms.

1 4 6 The demarcation point between Qwest's network and CLEC's network will be at the place where the data b o p leaves the POTS splitter on it.s way to CLEC's Collocated equipment.

,t 5 L ~ n e Sharing Deployment

1 5 1 if CLEC submitted applications to Qwest for installation of POTS splitters between March 24, 2000 and April 10, 2000 pursuant to the Interim Line Sharing Agreement dated April 24. 2000. Those applications will continue to be governed by the rates, terms and conditions of the Interim Line Sharing Agreement. All subsequent applications will be governed by this Amendment. The rates, terms and conditions of the lr-rter~in Line Sharing Agreement are incorporated into this Amendment, as Exhibit A attached here'to and incorporated herein, to govern applications submitted by the CLECs between March 24, 2000 and April 10, 2000.

"1 2 2~sw applications for installation of POTS splitters will be processed in the manner outlined in the existing Intarconnection Agreement between CLEC and Qwest for Cageless or Common Collocation.

1.5 3 CLEC may submit applications for additional DSO termination rnstallat~ons and or reclassifications to support Line Sharing. Qwest will process any such applications for augmentation arrdlor reclassification of DSO terminations under intervals as outlined below in Section 1.5.3.1 . I .

1 5 3.1 Augmentation intervals will be 30 days, subject to the following terms and conditions identified below:

1.5.3.1.1 CLEC will provide a quarterly forecast to Qwest in advance of placing applications. Upon receigt of the initial forecast, the interval for augments forecasted in the first month will be 60 days. The interval for each subsequent month will be 30 days.

1.5.3.1.2 The forecast must included, at a minimum, the following:

(a) Month each application will be sent.

(b) The Central Office(s), by common name for each application.

(c) Type of terminations required for each level of connection.

(d) Whether the termination types are the same as existing or if different what numbering requested on the block.

1 5.3.2 Reclassification intervals will be 15 days, subject to the following terms and conditions identified below:

1.5.3.2.1 If requested reclassification engineering results in additional requirements for TIE Cable support, the intewal will default to the interval for augmentation, which is 31) days

1 5 3 3 If an application for augmentation andtor reclass~fication rs not included tn the above forecast, th,e application wbll default to the interval found in the exfsting Interconnection Agreement between CLEC and Qwest

'1 5 4 In the event CLEC, or Qwest acting as purchasing agent for CLEC, is unable to procure any equipment needed to complete all work required by applicatior~s submitted to Qwest by CLEC, including, but not limited to, POTS splitters or cabling, Qwest will install the subject equipment when available.

1 5 5 If Qwest, acting as purchasing agent for CLEC, is unable to procure in a timely manner any equipment needed to complete all work required by applications submitted to Qwast by CLEC, including, but not limited to POTS splitters and cabling, CLEC may provide Qwest with the subject equipment. CLEC will be notified by Qwest of the required material on-site date for the affected Qwest Wire Centerls) and CLEC will have two (2) business days to determine if it will be able to provide the subject equipment in advance of the material on-site date. If CLEC does not notify Qwest in writing of its intent to provide the subject equipment within this two (2) business day period, or if CLEC provides such notice to Qwest but then fails to provide Qwest with the subject equtpment in a timely manner, Qwest will ~nstall the subject equipment when available.

2 Rate Elements

Qwest and CLEC specifically incorporate paragraphs 23-26 of the Interitit Line Sharing Agreement dated April 24, 2000 into this Amendment, as Exhibit A Qwest and CLEC are continuir~g to negotiate final pricing terms and will enter into a pricing Amendment to incorporate the results of any bus~ness agreement or applicable state commission order regarding the pricing terms for line shaiing. The pricing terms from the Interim Line Sharing Agreement v~il l remain effective until such time as a pricing Amendment IS entered into between the Parties, as described above.

3 Qrder~ny Process

3 1 Shared Loop

3 1 . I As a part of the pre-order process, CLEC can access loop characteristic information through the Loop Information Tool. CLEC will determine, in its sole discretion and at its

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risk, whether to order the HUME across any specific copper loop. Qwest and CLEC ill work together to modify the Loop Information Tool to better s~~pport Line Sharing.

3 I 2 The appropriate DSO termination frame terminations dedicated to POTS splitters will be provided on the Line Sharing APOT form one day prior to the ready for service date or at an interval ordered by the state commission or further agreed to by Qwest and CLEC in writing. Qwest will administer all cross connects/jumpers.

3.1 3 Basic Installation "lift and lay" procedures will be used for all Shared Loop orders. Under this approach, a Qwest technician "lifts" the Loop from its current termination in a Qwest Wire Center and "lays" it on a new termination connecting to CLEC's Collocated equipment in the same Wire Center.

3 1 4 Qwest will provision the Shared Loop within the standard unbundled loop provisioning interval at least 90% of the t~me. Qwest and CLEC acknowledge that this interval may be subject to improvement based on systems mechanization andlor relevant legal or regulatory requirements.

3 'I 5 CLEC shall not place orders for Shared Loops until all work necessary to provision Line Sharing in a given Qwest Wire Center, including, but not limited to, POTS splitter installation and DSO termination reclassification, has been completed.

3 2 Cornman Area Splitter Collocation

3 2.1 New POTS splitter shelves may be ordered via a single Collocation application form and quote preparation fee. The Collocation intervals contained in this Amendment will apply.

3 2.2 New POTS splitter shelves may be ordered with an existing Collocation arrangement. CLEC must submit a new Collocation application form and ihe quote preparation fee to Qwest. Standard Cageless andlor Cornmon Collocation intervals will apply

3.3 US0 Termination Reclassification

3.3.1 To the extent CLEC has existing DSO terminations extending from an intermediate distribution frame to its Collocation space, CLEC may request that these existing 1350 terminations be reclassified for use with Line Sharing

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CL,EC shall request such reclassification through the same process used to order new DSO terminations.

a: 1 Qwast wtll allow CLEC to access Shared Loops at the point where the c~ivibtnad volcc and data circuit is cross connected to the POPS splitters.

4 2 Qvvast will he responsible for repairing voice services provided over Slssred l,onps and the physical line between network interface devices at sfld user premises and the point of demarcation in Qwest Wire Centers. Qwest also will be responsible for inside wiring at end user premises in ac~nrdance with the terms and conditions of inside wire maintenance egreements, if any, between Qwest and its end users. CLEC will be rcr;~spar.rr;ible for repairing data services provided on Shared Loops. Qwest 2nd CI-EC each will be resporrsible for maintaining its equipment. The entity that controls the POTS splitters will be responsible for their n781~tenance.

4 J Qlcvest and CLEC will continue to develop repair and maintenance praclsdures for Line Sharing and agree to document final agreed-to rxracadures In a methods and procedures document that will be made available on Qwest's web site. In the interim, Qwest and CLEC agree that the fullowing general principles will guide the repair and maintenance process for Line Sharing.

4 3 1 If an end user reports a voice service problem that may be related to the use of a Shared Loop for data services, Qwest and CLEC will work together and with the end user to solve the problem to the satisfaction of the end user. Qwest will not disconnect the data service provided to an end user over a Shared Loop without the written permission of CLEC unless the end user's voice service is so degraded that the end user cannot originate or receive voice grade calls andlor the end user authorizes Qwest l o disconnect the data service. Qwest will notify CLEC whenever this occurs upon voice trouble ticket closure.

4 3 2 Qwest and CLEC each are responsible for their respective end user base and services.

4 3 3 Qwest will test for electrical faults (i.e., opens, shorts, and/or foreign voltage) on Shared Loops in response to trouble tickets initiated by CLEC. When trouble tickets are initiated by CL.EC, and such trouble is not located in Qwsst's network, Qwest will1 assess CLEC the charge specified in Section 2.

1 3 4 When trouble reported by CI-EC is not isolated or identified by tests for electrical faults (i.e., opens, shorts, andlor foreign voltage), CLEC may request that Qwest perform

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edclltional testing and Qwest may decide to not perform requested testing where it believes in good faith that ~rfditianal testing is unnecessary because the test requested has already been performed or otherwise dirpiicates the results of a previously performed test. In this case, Qwest will provide CLEC with the relevant test results on a case-by-case basis. If this additional testing uncovers trouble in the portion of the network for which Qwest is responsible, CLEC will not be charged by Qwest for the testing. If this additional testing uncovers a problem fn the portion of the network for which CLEC is responsible, Qwest will assess CLEC the charge specified in Section 2.

4 91 Whan POTS splitters are installed in Qwest Wire Centers via Common As%$ Sptilter Collocation, CLEC will order and install additional splitter cards as necessary to Increase the capacity of the POTS splitters. CLEC b ~ r l t fame arle unused, spare splitter card in every shelf to be used for fepwtr and ~nslntenance ~ ~ n t i l such time as the card must be used to fill the ai.?stf to capacity

4 a7" . Whai? POTS splrtlers are installed in Qwest Wire Centers via standard Csllacatian arrangements, CLEC may install test access equipment in its CsrIi~catian areas in those Wire Centers for the purpose of testing Shared i,aogs. Tipis aqulpment meet the requirements for central office sp=npmQnt set by the FCC.

4 G Qwa@ and CLEC will work together to address end user initiated repair ieqUest5 and to prevent adverse impacts to the end user.

3 ? fS1w8st and GLEC agree to the foregoing rates, terms, and conditions for Line Sharmg without waiving current or future relevant legal rights and witf~otrt prejudicing any position Qwest or CLEC may take on relevant rswes b@fsra state or federal regulatory or legislative bodies or courts of campttent lur~sdictiun. This section specifically contemplates, but is not ftrssitad to, the following: (i) the positions Qwest and CLEC take in any cost elas;ket r'elatod to Line Sharing; and (ii) the positions Qwest or CLEC nrtghl tak@ before the FCC or any state public utility con?mission related to ah@ mtas, terms, and conditions under which Qwest must provide CLEC :~ ' r f51 access to Shared Laops.

.,- 2 CJvdsst arid CLEG agree to work together to address and, where oscessery and possible, find solutions for the following Line Sharing irizpfsrrrentati011 Issues: (i) the development of processes for handling CtEC cprdsrs tor the I-1UNE which refleet different end user action eb . t ~ ~ ~ n a n o s a * inclilding but not liniited to; end user changes or disconnects VQiGfi TtervicB, end user changes or disconnects data service provider: nrzfior end imsr orders new voice and data service simultaneously; (ii) C,i%rsst'% i~b~!~ty to handle the existing and forecasted v ~ l u m e of CLEC

~ i d e r s far the HUIYE; (iii) QwesZ's ability to make Loop assignments for the axiWing and forecasted volume of CLEC orders for the HUNE; (iv) the ,ability aP Uwest and CLEC to coordinate repairs; (v) the experience and a-dwcattorr csf the Shared Loop end user; (vi) CLEC's forecasts of PtUNE r*t:dew; (vii) tht? process far conditioning Shared Loops by removing load caiZs and excess bridged taps; and (viii) the ability of CLEC to order a HUWE to sarvr; end users over fiber-fed loops, including loops comprised oi digit81 loap carrier facilities.

EXWlBlT A RATE ELEMENTS FROM INTERIM LINE SHARING AGREEMENT

23 ILEC and the CLECs agree to the following negotiated, interim prices for shared irnes, sfal~ttcr collocat~on and other elements noted in the followirig table.

----- -"- ----- -- ---- , Sharad f ine Recurring - 7 Paragraph 25 - --

2 ITPIEICT - lnterconnect~on / IF\ prlce 1""""

- "

Cstrrgafy .,-- -.- Shared L~na Non- Weci,rr'r~nq

----, Element I !%erim Price ---....-...-- Installation option IS b a s ~ ~ I IF\* price for baslc installation ~nstallation - lift and lay / - lift and lay

- - - A - " - (':arnn.ron Area Splitter C~ l ioc~ l t lon Nwn- Recurring - - *----- -.-- - Cetlstnon Area Splitter Cell~catlan Recurring

* u . - --A ------- Cost of POTS splitters if prsav~ded by ILEC --. h - - - " Nun-recurring for TIE

I Additional Testinq I -t- i ceble reclassification --- .-.- -.-- . - ------

: Repair and Maintenance Trouble Isolation and

- - - - - - ---we* -- - -- *- - : i~ne Cond~t~on~nq I Load Coil and ~ x c e s s ---'-I% ~ r l c e 1

Tie Pars or Expanded I

lnterconnectlon Channel Termmations Installation

- Equipment bay - per shelf

POTS spl~tter

- TIE cables

engineering and labor i A

Paragraph 20 (c) and (d)' 1

- - -- $5,000 00 per shelf

------ $4 85 per shelf

---- -- Market cost - in addition to the $5,000.00 flat rate ---- ----*

Time and material for

24 lLEC and GLECs will continue work to arrive at appropriate cost recovery for operational support systems upgrades related to the shared line.

- I I Bridged Tap Removal

1 ' II.EC and CLEC are contlnulng to develop repair and maintenance procedures and agree to docurywnt firial agreed-to procedures in a methods and procedures docurnent that will be available ofi fLEC's web srte In the Interlrn, ILEC and CLEC agree that the following general principles will gi~lde tho repalr and malntenance process:

I

(cj Whcn trouble has been reported by CLEC, and such trouble is not an electr~cal fault In ILEC's iietwnrk, ILEC will charge CLEC any appllcable charges approved by the relevant state public utility cunlrnlssion

1. - ." -.--" --.----.- i * Rw relevant interconnection agreement between ILEC and CLEC.

(dl Wilcn trouble reported by CLEC IS not Isolated or ldentlfied by tests for electrlcal faults, ILEC may pet-form add~t~onal testing as requested by CLEC on a case-by-case baas If thls addit~onal testrng taricovwrs electrlcal fault trouble In the port~on of the network for which the ILEC is responsible u n d x Lh~s Agreement, the CLEC will not be charged for the testlng If the addlt~onal lestlng uncovers a problem In the pol-t~on of the network for which the CLEC is responsible under thls Agrficment, the CLEC wlll be charged any appllcable charges set forth 1t1 lnterconnect~on ngraements between ILEC and CLECs or by the relevant slate publlc utility commlsslons Where ;I* such charges exlst, CLEC w~l l pay for such testlng on a tlme and materials bas15

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2-5 iF"",BEG$i may chsosft from either of the following opt~ons for an Interim recurring %?~sr&d trna rate.

ray A rate of $5.40 per month per shared line; or

rbj A rate of $0 per month per shared line until January 1, 2001. On January 1, 20Q1, the ~ntsrirn recurring shared line rate will change to $8.25 unless ILEC canlinues to charge a rate of $0 per month per shared line to one or more t.:LECs as of that date. In the event ILEC continues to charge a rate of $0 per nt~ernth per shared line to one or more CLECs as of January 1, 2001, ILEC wdi eantinue to charge all CLECs that selected this interim recurring shared Iinc rat@ option a rate of $0 per month per shared line until such time as it bogies lo cliarye all CL.ECs $8.25 per month per shared line.

C&E$rs rnust select one of the foregoing options for an interim recurring shared Itt'~b rats by May 1, 2000, and must notify ILEC of their selection through their ;>cc,-sttnt barns Once a selection is made, a CLEC cannot change its selection.

243 I I \ ! @ F / ~ ~ prrcefi will be subject to true up based on either mutually agreed to parrr-m;namt pricing or perrflanent pricing established in a line sharing cost proceeding rqnductad by state public utility commissions. In the event interim prices are @aiablish@d by state public utility commissions before permanent prices are aafabfisfted, eitlyer through arbitration or some other mechanism, the interim prices e%ts$lt%l.terf in this Agreement will be changed to reflect the interim prices mandated by lire &ate public utility commissions; however, no true up will be performed until sti~gtuqlly agr~ed to permanent prices are established or permanent prices are a$l8Bkshad by state public utility commissions.

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South Dakota Public Utilities Corn~rnissian WEEKLY FlbiNGS

For the Period of January 18,2001 through Jansrary 24, 2802

it 75*-ii 3980 a zai~lpleie copy aF a fillng faxed, overnight expressed, or mailed to you, please wntagt D P , ~ ? s KoFW w i : ? ~ five busrness days of th~s filing. Phone. 605-773-3705 Fax: 605-773-3829

CONSUMER COMPLAINTS

GT@fd@3 Irt the Matter af the Complaint filed by Waifrido and Debra Paez, Rapid City, Sauth Oakat&, against hVST Cotv~rnunications of the Midwest, Inc. Regarding Unauthorized Billing far Serrics9.

8'% Go;~tplstnants claim that they received a billing which included internationett toll charges ta a fweigr; ca::nkr,c - ? h ~ g $I@ r~at aulhesrine. AT'BT claims that the charges were generated through the Complainactsf s'~;arnpid!e~- mr36ac 1 fix:

Cr;-i!p$leir%anf$ s;isim that "we do not have a modem on our computer connected to the phone Ir"!e$." The; Com$aanr:$ rrlrd':twit rasmovcll a? charges and reimbursement for all expenses related to the cost of attirnaiing a hearing

S:wB Analyst Lent t4ealy 3 ~ ~ 3 ~21trtrfisy' Ksily Fraier $ 4 3 % O l l l Y / O l " F I ! Dimdline: NIA

TC0 3 407 in tha Matter of the Application of Midstate Telecorn, Inc. 'for a Certificate af PsaiBstiZy 5bs i"rovid0 Local Exchange Sewices in South Dakota.

*&Q%fatb 'fc~amrn, Inc filed an appl~cation requesting a Certificate of Authority to pravrds facat ex~t!srirge ?&~t~ws~a~unic;aI~cin services in South Dakota Applicant IS also requesting it be exempted &urn 8Frt-q c a r n ~ ~ d ~ t ~ - L B F ~ ~ P ~ c %?$$i:. b%$@d sbv~tcherl access rates.

S?de@ 3:ifta!jmt; Keith Senger St&R ABerrh6y7 Karen Crerner EB;.PM DmMr,k$fad: 69111 8101 trwkbi'v@rsban Deadline: OZ09/01

!IT the Matter sf the Filing for Appraval of Fimt and Seecjnd Amendmssles Po @a Etlucrcssfr~aeti~n Wgwsrnerat between Qwest Corporation and @link Nahvolrks, lnc.

CJn Jani~ary 22, 2001 amendment nos. 1 and 2 to the Interconnection Agreement betwean W e s t Ccbtpuretiof! t"Qwusr*) and @li.lrnfz NsWarks, Inc. ("@link") were filed with the Commission for approval, Anrsndn7enl Eda 1 ad39 t~m,rms ccodbk~~r~ arid ate3 for Unbundled Dedicated Interoffice Transport ("UDIT'). Amendment No. 2 replaces :he Lrna $;rt?ar~ng I:~:st'in$ &~r~tai.etYrent arrtwed inta between @Irnk and Qwest on April 24th, 2000 with the terms, eonditton?; an3 r&&s b r Cir-ic Sfz8r"~g as sat forth In Attachment 1 to Amendment 2. Any party wishing io comment on the agtauneni say i ;~ %;; By tiking #iPrt'r!tm cammsnts with the Commission and the parties to the agreement na later than Febrmry ,02. 200 k Frastie:; hc rh@ aaqrslzr~-ict?t may file written responses to the comments no later than twenty days aAw the Sewtee a!, %b& :nlt~aS GQ*%T%-IE~~~~ .

Slgff Altrsmay: Kelly Frazier *fata Docketed: 0 1122101 tniUeji Cprrklnents Due: 0211 210 1

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BEFORE THE PUBLIC UTILITIES COMMISSiON OF THE STATE OF SOUTH D14KOTA

f d W E MATTER QF THE FlhDNG FOR ) OFtDERAQPRQVlNG FtRST APPRaVBL OF FIRST AND SECOND AND SECOND AMENDMEW 'FO AN INITERCOPdNECTlerNN AMENDMENTS YO AGREEMENT BETWEEN QWESS ) AGREEMENT GCkRP6,RATlQN AND @LINK NETWORKS, ) f@lC1 1 TCDj -008

On .fanuary 22, 2001, Qwest Corporation (Qwest) filed for approval by the South Dakota P:at;fha" Ifliltr~es Gommisslon (Comm~ss~on) first and second amendments to an interconnectian 4gPqiEanant betweet? @hnk Networks, Inc (@link) and Qwest. Trie first amendment adds terms, c:z5nri3t1~178 arlcl ratc;s for Unbundled Dedicated Interoffice Transport (UDIT). The second amendmeti: $epfacas tlls L~ne Shar~ng lnter~m Agreement entered into between @link and Qwest on P,prrl 24, 2fJBQ wr?lP'i the terms, condltlons and rates for Line Sharing as set forth rn Atlachmetlt ?, tcx tQn&a~dman! 2

C4i1 .lanuary 25, 2001, the Comm~ssion electronically transmitted nat~ce of the filing of Iha first 8nt.J &!!!,tssfrr,w' amdr~drnents to Interested individuals and entities. The notice stated that any persari -~B'r&ig ta carnrnent on the partles' request for approval had until February 12, 200 1, to do sn Ncr curtrmorat:$ were filed

At its duly noticed February 21, 2001, meeting, the Comm~ssion considered whether tn ,t%$jpr@va \he nagotiated first and second amendments to the agreement between Qwest aand @link Gai~:r.o!astan Staff recommended cts approval.

"fhe Conimissian has jurisdiction over this matter pursuant to SDCL Chapter 49-31. arlct tka redurai T@lecammunicat~ons Act of 1996. In accordance wlth 47 U.S C $ 252(e)(2), t h e P"' . .. ,t~~nrnissrEtn found that the first and second amendments do not d~scnminate agatnsr a t&hf:aft~mun~wtions canier that is not a party to the first and second amendments artd ttia first and 3~ctt~nFi ar-rsendrnents are consrstent with the public interest, convenience, and necessity The cZi;7rrirnsstc)n unanlmously voted to approve the first and second amendments to the agreement i t 1% rrzarcfoert

ORBERED, that the Comm~sston approves the negotiated first and second arnendn~errts to ttta agreement as descr~bed herem

Dated ut Pterre, South Dakota, this 42s2?~L day of February. 2001

CERTIFICATE OF SERVICE 11 Zna undarsrgned hereby certifies [hat this

iAsbneP1 \us Been served today upon all partlss of ~qa,.;orti 10 ffim ciocket, a$ llsted on the docket servlce cis! tv hrj&jrnili. or bv first class nia~l. In properly &,1~lfeb51?dt epvalopes, kith charges prepald thereon-

(OFFICIAL SEAL]

BY ORDER OF THE COMNlSSICJN