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Home My WebLink About5252Contract Number: Vendor: Sub�ect: Department: File Class: Begin Date: End Date: Review Date: Vault Date: 5252 QWEST COMMUNICATIONS CO CenturyLink Loyal Advantage Agreement IT LEG 12-1 5/8/2013 5/7/2015 2017 Comments: � � � �� $� �� ,� � �� . .�� ,� � �.� � � �� -� � �� i �� :i :, ` :: 3 � � � � � � � � � � � w� � � &�� .�; �� _� � �� ,�� .��. �� , .� �� _�� . �, �� , s ��.�� - m � �� _�� .� � � �� _�� . � �� -� � . � � �� .�r � ��- , � �� ,�� -�� -��}�_.,� _ ��`� �- � �� a � ,�� $ � � � � � � � � � �_ �� . �j� � � � ��'�� a � �� - � �� . . �- ,� �- � � � � � � � � .s �� r � �� .�� .� �� a� �� -�� -� � �� $�. �� L�� .� � �$ � � � � -� �►' L' � �� ,� �� = �� » �� -� �� a � � ��,� �� i �� $ �. � �. � �, �. �� ,�� _ _� � �.: � � �� ' �a �8� � �� $�� _ � �� ,� � � � ,�,� .� �� .� � .. � � � � � 0 � CENTURYLINK LOYAL ADVANTAGE'� AGREEMENT This CenturyLmk Loyal Advantage Agreement ("Agreement°) is between Qwest Commurncations Company, LLC d/b/a CenturyLink QCC, its Affiliates mcluding, Qwest Corporation d/b/a CenturyLmk QC ("CenturyLmk'� and City of Bremerton (°Custome�') and is effective on the date the last party signs d("Effective Date") CenturyLink QCC is sigrnng on behalf of ds Affiliate for the Affiliate Services identified in this Agreement CenturyVnk reserves the nght to withdraw this offer d Customer dces not execute and deliver the Agreement to CenturyLink before AAay 31, 2013 Us�ng CenturyLink's elect�ornc signature process for the Agreement is acceptable QWEST COMMUNICATIONS COMPANY, LLC DlB/A CENTURYLINK QCC � �� Authonzed Signature Name Typed or Pnnted Title Dat� Date Customer's address for notices City of Bremerton, 345 6� St Suite 600, Bremerton, WA 98337 Customer's facsimde number 360 473 5470 Person designated for notices Kevin Matthew 1 Services Customer may purchase the products and services ("Serwces°) in the service exhibits ("Service Exhibits") attached to the Agreement Centurylmk QC may be reqwred to submit this Agreement, Service Exhibits, PnGng Attachments, and any subsequent addenda for Service to certain regulatory agencies for approval because the Rates or certain other terms are being offered on an mdividual case basis ("ICB") Although the general terms and condifions of this Agreement are effect�ve on the Agreement Effective Date, those service-speafic Rates and/or terms, and conditions that require filing vinth or approval by regulatory agenaes ("ICB Terms") wdl not become effective for a given �unsdiction unUl the filing and approval requirements for that �unsdiction are fulfilled Service wdl be offered in accordance �nnth the applicable Tanff unt�l the ICB terms become effective If Customer receives reduced pncing under a Pnc�ng Attachment and a regulatory agency later invalidates the ICB Tertns after they became eifective, Customer wdl pay Centurylink QC any difference m the amounts listed in the appiicable Tanff for the Service and the amounts Customer was charged for the Service When approved by the regulatory agencies, Customer may add additional quanUties of Services under the same terms and conditions with no further filing requ�red In the event a regulatory agency does not approve the ICB Terms, the parties will enter into good faith negotiations to mutually resolve the fadure to receive the necessary approval The sub�ect Service Exhibit, Pncing Attachment, and subsequent addenda contairnng the ICB Terms wdl remain in effect m all other �unsdictions Each Service Exhibit or subsequent addenda wdl explain which Rates or terms are ICB The parties agree that any notation to the "CenturyLink Total Advantage Agreement° on the Service Exhibits �nnll be disregarded and such exhibits �nnll be govemed by the Agreement The Service Exhibits attached to the Agreement as of the Effective Date and incorporated by this reference are shown below CenturyLink QCC Serv�ces • Domestic Voice Service Exh�b�t • Intemational Voice Service Exhibit CenturyLink QC Services (Centurylmk QC Services are avadable only in CenturyLink's local service areas in the followmg states Anzona, Colorado, Idaho, lowa, Minnesota, Montana, Nebraska, New Mexico, North Dakota, Oregon, South Dakota, Utah, Washington, and Wyommg ) • ISDN PRS/DSSlUAS 2 Term Customer selects the following "initial Term" of the Agreement two years ("Irntial Term°), 600052 code (QLAGESZ) The Initial Term begins on the Effective Date At the end of the Irntial Term, the Agreement wdl automatically renew for consecutive renewal periods equal to the initial Term (a "Renewal Term") if not terminated earlier in accordance with the Agreement The Initial Term and each Renewal Term are referred to as the "Term " 3 Rates Unless specafied otherwise m a Servioe Exhibit, CenturyLink QCC Services wdl receive the applicable rates spec�fied in a Service F�chibit, valid Order Form, or CenturyLmk-approved quote form, for the duration of the Term Notwithstanding the preceding sentence, CenturyLink reserves the nght to modify rates and charges due to Regulatory Actiwty and �nnll provide as much pnor wntten notice as practicable but not less than 14 calendar days' notice If Regulatory Activity causes an increase in the rates for Customers ordered CenturyLink QCC Services that matenally and adversely affects Customer, then Customer may terminate the affected CenturyLink QCC Serv►ce upon 30 days' pnor wntten notice to CenturyLink QCC without liabdity for Cancellation Charges for the affected Serwce, provided, however that Customer (e) provides such notice withm 30 days after the increase occurs, and (� provides CenturyLink QCC 30 days to cure such mcrease If Customer does not provide CenturyLink QCC such notice durmg the time permitted in this Section, Customer wdl have waived its nght to terminate the affected Service under this Section The parties agree that the rates set forth in the Service E�ibit are in lieu of all other rates, discounts, or promotions The rates for any CenturyLmk QC Serwce provided wdl be those in effect at the time the Service is �nstalled and CenturyLink QC Services vinll renew at the rate and for the term specified in the applicable Tariff, RSS, or Service F�dnbit 4 Payment CenturyLink may begm invoicmg for specific Services as specified in the applicable Service Exhibit Customer must pay CenturyLink all charges within 30 days after the invo�ce date or by the due date on the invoice if specified Any amount not paid when OMR #N55756 (QLAGES� Page 1 of 31 O CenturyLink, Inc All Rights Reserved CONFIDENTIAL v1 081511 CITY OF BREMERTON CENTURYLINK LOYAL ADVANTAGE'� AGREEMENT due is sub�ect to late mterest at the lesser of 1 5% per month or the maximum rate allowed by law In addition to payment of charges for Services, Customer must also pay CenturyL�nk any applicabie Taxes assessed m connection with Services Taxes may vary and are sub�ect to change CenturyLink reserves the nght to charge admmistrative fees �f Customer seleds paper delivery of an mvoice or when Customer's payment preferences deviate from CenturyLink's standard practices 5 Confldent�ality Except to the extent reqwred by an open records act or simdar law, ne�ther CenturyLink nor Customer v�nll, without the pnor wntten consent of the other party (a) disclose any of the terms of the Agreement, or (b) disclose or use (except as expressly permitted by, or required to achieve the purposes of, the Agreement) the Confidential Inforrnation of the other party Each party wdl use reasonable efforts to protect the other's Confidential Information, and mnll use at least the same efforts to protect such Confidential Information as the party would use to protect its own CenturyLmk's consent may only be given by its Legal Department A party may disclose Confidential Information if required to do so by a govemmental agency, by operation of law, or �f necessary in any proceeding to establish nghts or obligaUons under the Agreement 6 CPNI. CenturyLank is required by law to treat CPNI confidentially Customer agrees that CenturyLink may share CPNI within its business operations (e g, wireless, local, long distance, and broadband seroices divisions), and with businesses acting on CenturyLink's behalf, to determine if Customer could benefit from the wide vanety of CenturyLink products and services, and in its marketing and sales activibes Customer may mnthdraw its authonzation at any time by informing CenturyLmk m wnting Customer's deasion regarding CenturyLink's use of CPNI witl not affect the quality of service CenturyLmk provides Customer 7 Use of Name and Marks Nedher party �nnll use the name or marks of the other party or any of its Affiliates for any purpose without the other party's pnor wntten consent CenturyLink's consent may only be given by its Legal Department 8 Disclaimer of Warrant�es EXCEPT AS EXPRESSLY PROVIDED IN THE AGREEMENT, ALL SERVICES AND PRODUCTS ARE PROVIDED "AS IS ° CENTURYLINK DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT 9 Lim�tations of Liabil�ty The remedies and limitations of liabdity for any claims ansing befinreen the parties are set forth below 91 Consequent�al Damages NO PARTY OR THEIR AFFILIATES, AGENTS, OR CONTRACTORS IS LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES OR FOR ANY LOST PROFITS, LOST REVENUES, LOST DATA, LOST BUSINESS OPPORTUNITY, OR COSTS OF COVER THESE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY UNDER WHICH SUCH LIABILITY IS ASSERTED AND REGARDLESS OF FORESEEABILITY 9 2 Claims Related to Services For Customer's cla�ms related to Service defic�encies or interruptions, Customer's exclusive remedies are (a) those remedies set forth in the SLA or applicable Tanff for that Serwce or (b) the total MRCs or usage charges paid by Customer for any affected Serv�ce in the one month immediately preceding the event giwng nse to the claim if an SLA or applicable Tanff does not exist for the affected Service 9 3 Personal In�ury, Death, Property Damages For Gaims ansmg out of personal in�ury or death to a party's employee, or damage to a party's real or personal property, that are caused by the other party's negligence or wdiful misconduct m the performance of the Agreement, each party's liabdity, to the extent permitted by law, is limited to proven d�rect actual, physical damages 9 4 Other Direct Damages For all other claims ansing out of the Agreement, the maximum liabdity for Customer and CenturyLmk wdl not exceed m the aggregate the total MRCs and usage charges paid by Customer to CenturyLink under the Agreement m the three months immediately preceding the event giwng nse to the Gaim (°Damage Cap") The Damage Cap will not apply to a party's obligations under the Responsibdities Section below or Customer's payment obligaUons under the Agreement 10 Responsibdit�es To the extent permitted under law, each party agrees to be responsible to the other, their Affiliates, agents, and contractors against all third party claims for damages, liab►lities, or expenses, including reasonable attorneys' fees, ansmg directly from performance of the Agreement and related to personal m�ury or death, or damage to personal tangible property that is alieged to have been caused by the negtigence or wdlful misconduct of the responsible party unless otherwise stated in a CenturyLink (1C Service Exhibit or Tanif To the extent peRmtted under law, Customer also ag�ees to be responsible for ali third party claims for damages, liabdities, or expenses, including reasonable attomeys' fees against CenturyLink, �ts Affil�ates, and contractors, related to the modification or resale of the Sennces by Customer or E�d Users, or any AUP violation 11 Termination 11 1 Service Either party may terminate an indiv�dual Service or a Serwce Exhibit (a) in accordance with the individual Service ExhibiYs term reqwrements with 60 days' pnor wntten notice to the other party, or (b) for Cause If Service or a Service Exhibit is terminated by Customer for Convernence or by CenturyLink for Cause, then Customer wdl pay Cancellation Charges 11 2 Agreement Either party may terminate the Agreement and all Services by (a) prowding wntten notice to the other party of its intention not to renew the Agreement at least 60 days pnor to the expiration of the then current Term or (b) for Cause Cause to terminate an individual Service Exhibit wili not constitute Cause to terminate the Agreement, rather, Cause to termmate the entire Agreement for Serwce-related claims �nnll exist only �f Customer has Cause to terminate all or substantially all of the Services under the applicable SLA, Serv►ce Exhibit, RSS or Tariff if the Agreement is terminated by Customer for Convernence or by CenturyLink for Cause pnor to the conclusion of the Term, then Customer wdl pay (c) for CenturyLink QCC Services the higher of the Early Termination Charge or the sum of ali CenturyL�nk QCC Cancellation Charges that apply for termmatmg ali CenturyLink QCC Services at the time the Agreement is terminated, and (d) for CenturyLink QC Services, the CenturyLmk QC termination charges as set forth m the Tanff or the applicable Service Exhibit(s) 11 3 Unpa�d Charges Customer wdl remain liable for charges accrued but unpaid as of the tenrnnation date 12 Non-Appropnat�ons Customer intends to continue this Agreement for its entire Term and to satisfy its obligaUons hereunder OMR #N55756 (QLAGESZ) Page 2 of 31 O CenturyLink, Inc All Rights Reserved CONFIDENTIAL v1 081511 CENTURYLINK LOYAL ADVANTAGE AGREEMENT For each fiscal penod for Customer (a) Customer agrees to mGude m its budget request appropnaUons suffic�ent to cover Customer's obligations under this Agreement, (b) Customer agrees to use all reasonable and lawful means to secure these appropnations, includmg but not limited to applying for Urnversal Service Fund Discounts as descnbed m the Federal Commun�cations Commission Docket No 96-45, (c) Customer agrees it �nnll not use non-appropnations as a means of terrninating this Agreement in order to acquire functionally eqwvalent products or services from a third party Customer reasonably believes that sufficient funds to discharge its obligations can and v�nll lawFully be appropnated and made avadable for this purpose In the event that Customer is appropnated msufficient funds, by appropriation, appropnation limitation or grant, to continue payments under this Agreement and has no other fundmg source lawfully avadable to it for such purpose (as evidenced by notanzed documents provided by Customer and agreed to by CenturyLink), Customer may terminate this Agreement without mcurnng an Early Termmation Charge or Century�ink QCC Cancellation Charges by givmg CenturyLmk not less than 30 days' pnor wntten notice Upon termination and to the extent of lawfully avadable funds, Customer wdl remit all amounts due and all costs reasonably incurred by CenturyLink through the date of termmation 13 Miscellaneous 131 General The AgreemenYs benefits do not extend to any third party (e g, an End User) If any term of the Agreement is held unenforceable, the remairnng terms wdl remam in effect Except for time requirements as specfically stated in a Sennce Exhib�t or SLA, neither party's fadure to exercise any nght or to msist upon stnct performance of any provision of the Agreement is a waiver of any nght under the Agreement The terms and conditions of the Agreement regardmg confidentiality, indemnification, limitation of liabdity, warranties, payment, dispute resolut�on, and all other terms of the Agreement that should by their nature survive the termmation of the Agreement �nnll survive Each party is not responsible for any delay or other fadure to perform due to a Force Ma�eure Event 13 2 Conflicts Provision If a conflict exists among provisions �nnth�n the Agreement, the follo�nnng order of precedence wdl apply in descending order of control Serwce Exhibit, the Agreement, Order Form, Centurylink QC records, and if applicable, CenturyLink QC Tech Pubs If Services are provided pursuant to a Tariff, RSS, or ISS as descnbed in the applicable Serwce Exhibits, the order of precedence wdl apply in the following descendmg order of control Tanff, Service F�chibit, the Agreement, RSS, ISS, Order Form Centurylink QC records, and if applicable, CenturyL�nk QC Tech Pubs 13 3 Independent Contractor CenturyLink prov�des the Services as an independent contractor The Agreement wdl not create an employer-employee relationship, assoGation, �oint venture, partnership, or other form of legal ent�ty or business enterpnse befin►een the part�es, their agents, employees or affiliates 13 4 ARRA Customer wdl not pay for the Serv�ces vinth funds obtained through the Amencan Recovery and Re�nvestment Act or other simdar stimulus grants or loans that would obligate CenturyLink to provide certain information or perForm certain functions unless each of those obligations are explicitly identified and agreed to by the parties m the Agreement or in an amendment to the Agreement 13 5 HIPAA CenturyLink does not reqwre or intend to access Customer data m its performance hereunder, inGudmg but not limited to any confident�ai health related information of Customer's clients, which may mclude group health plans, that constitutes Protected Health information ("PHI"), as defined m 45 C F R§164 501 under the Heafth Insurance Portabdity and Accountabdity Act of 1996 ("HIPAA Rules") Any exposure to PHI vinll be random, infrequent and inGdental to CenturyLmk's provision of Service and is not meant for the purpose of accessing, manag�ng the PHI or creating or manipulating the PHt Such exposure is allowable under 45 CFR 164 502(a)(1)(ui) As such, if Customer is a Covered Entity or Health Care Provider under the HIPAA Rules or supports the health care industry, CenturyLink and Customer agree that CenturyLink is not a"Business Associate° or "Covered Entity° under the HIPAA Rules for the purposes of the Agreement 13 6 Credit Approval Provision of Services is sub�ect to CenturyLmk's credit approval of Customer As part of the cred�t approval process, CenturyLink may reqwre Customer to provide a deposd or other secunty Add�tionally dunng the Term, if Custome�'s financial circumstance or payment history becomes reasonably unacceptable to CenturyLink, CenturyLink may reqwre adequate assurance of future payment as a condition of cont�nwng CenturyLink's prowsion of Services Customer's fadure to provide adequate assurances required by CenturyLmk is a matenal breach of the Agreement CenturyLmk may provide Customers payment history or other bdling/charge information to credit reporting agencies or industry cleannghouses 13 7 installation, Ma�ntenance and Repair (a) Provis�on of Services is sub�ect to avadabdity of adequate capacdy and CenturyLmk's acceptance of a complete Order Form (b) Customer vinll reasonably cooperate vinth CenturyLmk or ds agents to install, maintam, and repair Services Customer wdl provide or secure at Customer's expense appropnate space and power, and nghts or licenses if CenturyLink must access the bwlding of Customer's premises to install, operate, or maintain Service or assoaated CenturyLmk equipment CenturyLmk may refuse to mstall, maintain, or repair Services if any condition on Customer's premises is unsafe or likely to cause mJury (c) Customer is responsible for any facdity or equipment repairs on Customer's side of the demarcation pomt Customer may request a techrnaan dispatch for Serwce problems Before dispatchmg a techrnc�an, CenturyLmk v�nll notify Customer of the dispatch fee CenturyLink wdl assess a dispatch fee if d determines the problem is on Customer's s�de of the demarcation point or was not caused by CenturyLink's facdities or eqwpment on CenturyL�nk's side of the demarcation point 13 8 Govern�ng Law, Dispute Resolution (a) Bdlmg Disputes If Customer disputes a charge in good faith, Customer may withhold payment of that charge if Customer makes timely payment of all undisputed charges when due and provides CenturyLink with a written explanation of the reasons for Customer's dispute of the charge �nnthin 90 days after the invoice date of such amount If CenturyLink detertmnes, in its good faith, that the disputed charge is valid, CenturyLink �nnll notdy Customer and �nnthin five business days after CenturyL�nk's notification, Customer must pay the charge and accrued mterest (b) Governing Law, Forum The Agreement wtll be governed by the laws of the State in which the Customer's prmcipal office is OMR #N55756 (QLAGESZ) Page 3 of 31 O CenturyLmk, Inc All Rights Reserved CONFIDENTIAL v1 081511 CENTURYLINK LOYAL ADVANTAGE'� AGREEMENT located without regard to its cho�ce of law pnnciples Any legal proceeding relating to the Agreement wdi be brought m a U S District Court, or absent federal �unsdiction, in a state court of competent �unsdiction, in Kitsap County, Washington This provision is not intended to depnve a small claims court or state agency of lawful �unsdiction that would othervvise exist over a claim or controversy between the parties (c) Wa�ver of Jury Tnal and Class Actaon Each party, to the extent permitted by law, knowingly, voluntanly, and mtentionalty waives its nght to a �ury tnal and any nght to pursue any cla�m or action relating to the Agreement on a class or consolidated basis or in a representative capacity If for any reason the �ury tnal waiver is held to be unenforceable, the parties agree to bmding arbitration for any dispute relating to the Agreement under the Federal Arbitration Act, 9 U S C§ 1, et seq The arbitration wdi be condu�ted in accordance with the JAMS Comprehenswe Arbitration Rules Judgment upon the arbitration award may be entered m any court having �unsdiction (d) Limitat�ons Penod Any Gaim relatmg to the Agreement must be brought withm two years after the Gaim anses other than Customer disputing an amount in an mvo�ce, which must be done by Customer vinthin 90 days after the invoice date of the disputed amount 13 9 No Resale, Compliance Customer must not resell the Services and its use of Services must comply with all appl�cable laws 13 10 Assignment E�ther party may assign the Agreement without the other party's pnor wntten consent (a) m connection with the sale of all or substantially all of its assets, (b) to the surviving ent�ty m any merger or consolidation, or (c) to an Affiliate provided such party gives the other party 30 days' pnor wntten notice Any assignee of the Customer must have a financial standing and creddworthmess equal to or better than Customer's, as reasonably deteRrnned by CenturyLink, through a generally accepted, third party credit rating index (i e D&B, SBP, etc ) Any other assignment wdl require the pnor wntten consent of the other party But Customer may not assign this Agreement or any Service to a reseller or a telecommurncations carner under any circumstances 13 11 Amendments, Changes The Agreement may be amended only in a wntmg signed by both parties' authonzed representatives However, any change in rates, charges, or regulations mandated by the legally constituted authonties wdi act as a modification of any contract to that extent without further notice Each party may, at any time, re�ect any handwritten change or other alteration to the Agreement CenturyLink may change features or functions of �ts Serv�ces, for matenal changes that are adverse to Customer, CenturyLink wdl provide 30 days' pnor wntten not�ce, but may provide a shorter notice penod if the change is based on Regulatory Actiwty or 7anff provisions CenturyLmk may amend, change, or �nnthdraw the Tanffs, RSS, ISS or AUP, with such updated Tanffs, RSS, ISS or AUP effecUve upon posting or upon fulfillment of any necessary regulatory reqwrements 13 12 Webs�tes References to websites in the Agreement mclude any successor websites designated by CenturyLink 13 13 Reqwred Not�ces Unless provided otherwise m the Agreement, ail required notices to CenturyL�nk must be in wnting, sent to 1801 California St ,#900, Denver, CO 80202, Fa�c 888-778-0054, Attn Legal Dept , and to Customer as provided above All notices are effective (a) when delivered via ovemight couner mad or in person to the reqpient named above, (b) three business days after maded via regular U S Mad, or (c) when delivered by fax if duplicate not�ce is also sent by regular U S Mad 13 14 Service Terminat�on Notices Customer's notice of termination for CenturyLmk QCC Services must be sent via mad, facsimde or e-mad to CenturyLink, Attn Dublin Service Center, GBM Disconnects, 4650 Lakehurst, 2" Floor Disconnect Center, Dublin, OH 43017, Fax 866 887 6633, e-mai! GBMdisconnects[c�qwest com Such termination is effective 30 days after CenturyLink's receipt of the notice, unless a longer period is otherwise reqwred For Services under the Select Advantage Service Exhibit or for CenturyLmk QC Services, Customer must call the customer care numbe� specified on Customer's mvoice to provide notice of termination 1315 Entire Agreement The Agreement (mcluding any applicable Service Exhibit, CenturyLmk accepted Order Forms, and all referenced documents) constitutes the entire agreement between the parties and supersedes ail pnor oral or wntten agreements or understandmgs relatmg to the same service, ports, or circuits at the same locations as covered under the Agreement 14 Clauses for CenturyLink QC RSS No 1 Services The clauses in this sect�on apply only to the CenturyLmk QC Service Exhib�ts stating that service is offered out of CenturyLmk QC RSS No 1 141 Jurisdict�on. Customer understands that Service �s an interstate telecommunications service, as defined by Federal Communications Commission regulations and represents that durmg the Term, more than 10% of its usage wdl be �nterstate usage 14 2 Construction and Funding Approval CenturyLmk QC may assess separate Construct�on charges if facdit�es are not avadable to meet an order for Service and CenturyLmk QC constructs faalities under one or more of the following circumstances (a) if the amount of Customers expected payments over the term of the Agreement does not exceed CenturyLink QC's calculated cost of providing the Service plus its expected rate of retum, (b) Customer requests that Service be fumished using a type of facdity, or via a route that CenturyLink QC would not normally utdize in providing the requested Service, (c) more faGlities are requested than would normally be requ�red to satisfy an order, and (d) Customer requests that Construction be expedited, resultmg in added cost to CenturyLink QC Service provided under this Agreement is sub�ect to Funding approval and that approval wdl be evidenced in the Funding Concurrence block on the Pnc�ng Attachment That approvai wdi be granted at the sole discretion of CenturyLink QC In the event contract documents are signed, under which Customer is ordering Service for which Funding is not approved, CenturyLmk QC wdl cooperate with Customer in good faith to develop an alternative service solution if Funding cannot be achieved on the contracted solution and CenturyLink QC may immediately termmate, without penalty, the PnGng Attachment under which Customer ordered the Service, when Funding of the contracted and altemate Service solutions is determmed to not be possible 14 3 Exped�te. Any Customer requests for CenturyL�nk �C to Expedite the delivery of Service before the standard or negotiated Service Due Date wdl be deemed an expedited order and Expedite charges will apply Upon CenturyLink QC's receipt of an Expedite request from Customer, Customer and CenturyLink QC wdl mutually agree to a new Service Due Date OMR #N55756 (QLAGESZ) Page 4 of 31 OO CenturyLmk, Inc All Rights Reserved CONFIDENTIAL v1 081511 CENTURYLINK LOYAL ADVANTAGE AGREEMENT 14 4 Service Changes Customer may add, move, or upgrade each Service m a Pncing Attachment via an Amendment to this Agreement New Service and any add�tion, move, or upgrade to ex�stmg Service is sub�ect to the terms of the RSS in effect when the Amendment to add, move, or upgrade ex�sting Serwce is executed or for new Sernce when the new Service is installed Existing terms and conditions will conUnue to apply to existing Service But d an RSS change results m a conflict with the terms and conditions appiicabie to the Service, then Customer must agree to an amendment modifying the terms and conddions before CenturyLink QC wdl provision the new Service or the additions, moves, or upgrades to existmg Service 14 5 Service Interrupt�ons Service interruption means a total disruption of the Service subJect to restnctions and exclusions outimed m an SLA or m the RSS Serwces with a Service-specific SLA are sub�ect to the credit for service interruptions contained m the applicable SLA and descnbed in the RSS posted at qwest centurylink com/legal Services �nnthout a Service-specific SLA are sub�ect to the credit for service mterruptions contamed m the RSS The credits outlined in the SLAs or RSS are CustomePs sote and exclusive remedy for mterrupUons of any kmd ta the Service CenturyLink QC may, from time to time, suspend Service for routine maintenance or rearrangement of fac�lities or equipment CenturyLmk QC wdl give advance notification of any such suspension of Service Such suspension of Service �s not considered an out-of-seNice condition unless Serv�ce is not restored by the end of the penod spec�fied in the notificaUon 14 6 Additionai Payment Language (a) Rates, inGuding Rates for optional features or funcUons, are set forth m each PnGng Attachment applicable to the Service The Rates shown on each Pncing Attachment are for informaUonal purposes Customer wdl receive the Rates in effect in the RSS on the Service Acceptance Date CenturyLink QC vinll keep an archive of the RSS Web pages I�sting Rates, including dates of Rate changes Customer agrees that CenturyLmk QC's archive is conclusive evidence m the event of a dispute (b) If Customer requests items from the RSS for which charges do not appear m a Pncmg Attachment, CenturyLink QC wdl inform Customer of the charges at the time of the request, giving Customer the opportunity to cancel the request, rather than incurnng the charges Those items may include, but are not limited to (a) Expedites, including third-party charges mcurred by CenturyL�nk QC in connection with the Expedite, (b) CPE, (c) Construction, (d) Termmation Charges, (e) charges for labor, testing, or design changes (� inside winng, and (g) additional administrative charges that may be applied for services not descnbed on PnGng Attachments or for requests to prowsion Services in a manner �nconsistent vinth CenturyLink QC's then-cuRent pracbces Customer wdl pay such charges regardless of whether Customer cancels Service or CenturyLink QC fads to deliver on the requested Expedite date, unless such failure was caused by CenturyLink QC (c) CenturyLmk QC wdl require Customer to accept Service by the end of the Grace Penod, in which case CenturyLink QC wdl commence with regular monthly bdling for the Service and Customer agrees to pay for the bdled Service If Customer has not accepted the Service by the end of the Grace Penod, then CenturyLink QC may terminate the Service sub�ect to the Termmation section of this Agreement 14 7 Customer Responsibilities. Customer is responsible for the follo�nnng (a) Access Customer �nnll prowde prompt access to its premises to CenturyLink QC authonzed personnel and other authonzed parties, responding to Service restoration, equipment fadure, maintenance, or other relevant situations (b) On-Site Operations All Customer operations concerning Service at Custome►'s prem�ses vinli be performed at Customer's expense, and Customer wdl be reqwred to conform to all applicable specifications that CenturyLmk QC may adopt as necessary to maintain Service Any special structural work required for supporting telecommunications faalities needed to provide Service on Customer's premises will be provided only at Customer's expense (c) Customer �nnll properly use the Serv�ce Customer vinil not dself or permit others to use the Service m ways it �s not intended or alter, tamper wdh, ad�ust, or repair the Service 14 8 QC RSS No 1 Service Terminat�on (a) Service; Service Exhibit Before Service Due Date If Customer cancels an order for Service before the Service Due Date or does not accept the Serwce by the conGusion of the Grace Penod, and CenturyLink QC termmates the Service at the end of the Grace Penod, Termination Charges w►II apply, mcludmg the full NRCs that would have otherwise appl►ed and any non-reusable and non-recoverable portions of expenditures or liabdities, such as Construction charges incurred exclusively on behalf of the Customer by CenturyLink QC and not fully reimbursed by NRCs (b) Service; Service Exhibit After Service Acceptance Date Either party may termmate an individual Service ordered under a Se►v�ce Exhibit after the Service Acceptance Date under the tertns of the applicable Service Exhibit CenturyLink QC wdl waive the Termmation Charge in excess of the Mirnmum Service Penod if Customer terminates due to a move or upgrade of all or a portion of Service and all of the fotlowmg conditions are met ("Waiver Policy") (i) Customer must have satisfied the Mirnmum Serv�ce Penod for the existing Service or be sub�ect to the Termination Charge applicable to the unexpired portion of the Minimum Service Penod, OMR #N55756 (QLAGESZ) Page 5 of 31 O CenturyLink, Inc All Rights Reserved CONFIDENTIAL v1 081511 CENTURYLINK LOYAL ADVANTAGE� AGREEMENT (u) Customer must agree to a new service term and Minimum Service Penod for the new service, (m) The total value of the new Service must be equal to or greater than 115% of the remairnng value of the Service being terminated NRCs and Construction charges �nnll not contnbute toward the 115% calculaUon, (iv) The request to disconnect the ex�sting Serwce and the request for the new service are received by CenturyLink QC at the same time and both requests must reference this Waiver Policy, (v) For ATM, FR, and Metro Ethemet, the new Service installation due date must be within 30 days of the due date of the disconnection of the existmg Service, unless the installation is delayed by CenturyLmk QC, for SHNS, SST, GeoMax, and HDTV-NET the new Service mstallafion due � date must be on or before the due date of the disconnect�on of the ex�stmg Serwce, unless the �nstallation is delayed by CenturyLmk QC, (vi) Customer agrees to pay all outstanding MRCs and NRCs for existing Service, (vu) The NRCs m effect at the time the Service is moved or upgraded wdl apply to the move or upgrade, and (vui) This Waiver Policy only applies to moves or upgrades to other CenturyLmk QC services that are sub�ect to a CenturyLink QC Tanff or the QC RSS 14 9 CenturyLink QC RSS No 1 Service Defimt�ons "Construction" means when Service may not be avadable due to faGliUes limitat�ons and it is necessary for CenturyLmk QC to construct facilities "Demarcation PoinY' means the CenturyLmk QC designated (a) phys�cal mterface between the CenturyLink QC Domest�c Network and Customer's telecommurncations equipment, or (b) phys�cal interface between a third-party carner connecting the CenturyLink QC Domestic Neiwork to Customer's telecommunications equipment "CenturyLink QC DomesUc Network° means the CenturyLink QC operated facdities located within CenturyLink QC's 14-state local service area (those states are listed in the openmg paragraph of this Agreement) and which consists of transport POPs, physical media, switches, circuits and/o� ports that are operated solely by CenturyLink QC "Expedite" means Customer's request to CenturyLink QC to provision a Service more qwckly than the CenturyLink QC standard or negotiated interval for which an additional Expedite charge wdl apply "Funding" means Customer charges over the term of a Service contract that covers CenturyLink QC's calcutated costs for providing Service and iYs expected rate of retum when network infrastructure is not avadable to prowde Service to Customer "Grace Penod° means a penod of 30 business days from the later of the Serwce Due Date or the date when Serv�ce is made avadable to the Customer, and dunng which the appiicable Service �nnll be heid avadable for Customer upon Customer's request "Mmimum Service Penod" means 12 months following the Sennce Acceptance Date, as evidenced by CenturyLink QC records In the case of Frame Relay, this means 6 months following the Service Acceptance Date "Priang Attachment" means each document containing Service Rates, Term, and location-speafic information, all of which are incorporated by this reference and made a part of each Service Exhibit "Rates" means the MRCs and NRCs for the Service "Service Acceptance Date" means the date Customer accepts the Service and bdling commences, as evidenced by CenturyLink QC records "Service Due Date" means the date CenturyLink QC makes the Service avadable to Customer for testing "SONET" means Synchronous Optical Network "Termination Charge" means the termination charges detaded in the Serv�ce Exhibits 15 Defin�t�ons "Affiliate" means any enUty controlled by, controlling, or under common control with a party "AUP" means the Acceptable Use Policy incorporated by this reference and posted at awest centurvimk com/IegaU "Cancellation Charge" means cancellation or termmation charges that apply when Customer cancels Service without Cause (a) as described m a Service Exhibit (or m the Tariff for applicable CenturyLmk QC Services), and (b) when charges are incurred by CenturyLink QCC from a third party prowder as a result of an early termination "Cause° means the fadure of a party to perform a matenal obligaUon under the Agreement, wh�ch fadure is not remedied (a) for payment defaults by Customer, within five days of separate wntten notice from CenturyLink of such default, or (b) for any other material breach, within 30 days after written notice "Confident�al Information" means any information that is not generaliy avadabte to the public, whether of a technical, business, or other nature, (mcluding CPNI), and that (a) the receivmg parry knows or has reason to know is confidential, propnetary, or trade secret mformation of the disclosmg party, or (b) is of such a nature that the receivmg party should reasonably understand that the d�sclosmg OMR #N55756 (QLAGESZ) Page 6 of 31 OO CenturyLink, Inc All Rights Reserved CONFIDENTIAL v1 081511 CENTURYLINK LOYAL ADVANTAGE AGREEMENT party desires to protect the information from disclosure Confidentiai Information wdl not include information that is m the public domain through no breach of the Agreement by the receivmg party or is already known or is independently developed by the receroing party "Convernence" means any reason other than for Cause "CPE" means any customer eqwpment, software, and/or other matenals of Customer used in connection wnth the Serv�ce "CPNI" means Customer Propnetary Nefinrork Information, wh�ch mcludes confidential account, usage, and bdling-related information about the quantity, technical configuration, type, destmation, location, and amount of use of a customer's telecommun�cations services CPNI reflects the telecommun�cations products, services, and features that a customer subscnbes to and the usage of such services, mcluding call detad information appeanng m a bdl CPNI does not include a customer's name, address, or telephone number "Early Termination Charge" means an amount equai to 35% of the average monthly charges billed under th�s Agreement through the date of termination mulUplied by the number of months remairnng m the Term "End User� means Customers members, end users, customers, or any other third part�es who use or access the Services or the CenturyLink network via the Services "Force Ma�eure Event" means an unforeseeable event beyond the reasonable control of that party, including �nnthout limitation act of God, fire, explosion, lightning, hurricane, labor dispute, cable cuts by third part�es, acts of terror, material shortages or unavailabdity, govemment taws or regulations, war or civd disorder, or fadures of suppliers of goods and services "ISS" means CenturyLink's InformaUon Services Schedule incorporated by this reference and posted at htta //tariffs pwest com 8000/idc/grouas/public/documents/service agreements/pcc info services pdf "MRC" means monthly recurring charge "NRC" means nonrecurnng charge "Order Form° mcludes both order request forms and quotes issued by CenturyLmk If a CenturyLink service requires a quote to validate the Order Form pnGng, the quote wdi take precedence over the order request forrn, but not over the Service Exhibit "Regulatory Actiwty" is a regulation or rulmg by any regulatory agency, legislative body or court of competent �unsdiction "RSS" means as applicable CenturyLink (2CC's Rates and Services Schedules mcorporated by this reference and posted at http //tariffs awest com 8000/idc/groups/public/documents/rss/htmltoc qcc rss2 htm for CenturyLink QCC's International RSS and at http //tariffs qwest com 8000/idc/groups/qublic/documents/rss/htmltoc acc rss no 3 htm for CenturyLink QCC's Interstate RSS "SLA" means the service level agreement applicable to a Service as descnbed m a Service Exhibit "State" means one of the 50 states of the Urnted States or the Distnct of Columbia "Tariff inGudes as applicable CenturyLink QCC or CenturyLink QC state tanffs, pnce lists, pnce schedules, administraUve gwdelmes, catalogs, and rate and term schedules incorporated by this reference and posted at http //tariffs qwest com 8000/Q Tariffs/QT Tanff State Paqe/mdex htm "Taxes" means foreign, federal, state, and local excise, gross receipts, sales, use, privdege, or other tax (other than net mcome) now or in the future imposed by any govemmental enfity (whether such Taxes are assessed by a govemmental authonty directly upon CenturyLink or the Customer) attnbutable or measured by the sale pnce or transact�on amount, or surcharges, fees, and other simdar charges that are reqwred or permitted to be assessed on the Customer These charges may include state and federal Carner Universal Serwce Charges, as well as charges related to E911, and Telephone Relay Service "Tech Pub" means the technical publication specific to each CenturyLink QC service, all of which are located at htta //www qwest com/techpub/ Each CenturyLmk QC Service Exhibit stipulates the Tech Pub that applies to that service, if any OMR #N55756 (QLAGESZ) Page 7 of 31 O CenturyLmk, Inc All Rights Reserved CONFIDENTIAL v1 081511 CENTURYLINK LOYAL ADVANTAGE AGREEMENT DOMESTIC VOICE SERVICE EXHIBIT 1 General, Definitions Cap�talized terms not defined herein are defined in the Agreement Centuryl.ink QCC will provide domestic Voice Services ("Service'� under the terms of the Agreement, Tanff, RSS, ISS, and this Service Exhibit "Net Effective Rate° means the rates less the Custom D�scount Net Effective Rates are sub�ect to change if there is a change in the underly�ng rates and/or applicabie discount(s), �nnth any such changes to be done in accordance with the terms of the Agreement or this Serwce Exhibit "Net Rate" is in lieu of all other rates, discounts, and promotions, �nclud�ng the CTA Discount "Pr�cing AttachmenY' means a document contaming rates specific to the Service and is incorporated by reference and made a part of this Service Exhibit "SLA" means the service level agreement specific to the Service, located at http //www qwest centurylink com/legal/, which is sub�ect to change 2 Serv�ce 2 1 Description Voice Service consists of domestic Long Distance, domestic Toll Free (including features), domestic Virtual Network Service ("VNS"), domestic woridcard�, and domestic Directory Assistance service Domestic Long Distance service is avadable both interstate and intrastate, through switched and dedicated facdities Toll Free service is also avadable through switched or dedicated facilities Centurylink is reqwred by the FCC to state m this Serwce Exhibit that Customer is prohibited from usmg any Toll Free telephone number, or other telephone number advertised or vindely understood to be Toll Free, in a manner that would violate FCC rule 47 CFR 641504 Directory Assistance offe�s one rate to Voice Serwce customers domestically With respect to Outbound Long Distance (a) Per the Federal Trade Commiss�on ("FTC�, telemarketers are required to transmit their telephone number to Caller ID services As such, all telemarketers using CenturyLink commerGal services are reqwred to prowde CPN/pseudo-CPN accordmg to the rules below IF A TELEMARKETER DOES NOT PROVIDE CENTURYLINK WITH A NUMBER FOR THIS PURPOSE, THEIR BILLING TELEPHONE NUMBER WILL BE USED AS THE TRUNK GROUP'S CPN, and (b) Federal Do Not Calls rules require that companies that telemarket or engage in telephone solicitations adhere to the requirements set forth in 47 C F R section 64 1200 (FCC) and 16 C F R Part 310 (FTC) Please consult with your company's legal advisor for more information The SLA provides Custome�'s sole and exGusnre remedy for service mterruptions or service defiGencies of any kind whatsoever for the Service worldcard offers domestic calling card serwces avadable either mterstate or intrastate and is avadable th�ough switched access only worldcard is offered with three options 1) the standard opron mcludes CenturyLink's trademarks and telephone number, 2) the "cologo" option inGudes CenturyLink's and Customer's names and trademarics and/or logos and wdl include either CenturyLink's or Customer's telephone number, and 3) the "pnvate label° option oniy mcludes Customer's names trademarks and/or logos and wdl mclude either CenturyLink's or Customer's tetephone number If Customer selects the cologo or pnvate label woridcard options, then Customer grants CenturyLmk permission to create a card usmg Customer's name, trademarks and/or logos as provided to CenturyLink by Customer Customer further agrees that even tho�gh Customets name, trademarks, logo and/or phone number may appear on the cards, except for Customer's nghts in ds name, trademarks, and/or logo, CenturyLink wdl be sole owner of ali nght and title in and to all inte�lectual property associated vinth the cards and the worldcard service Furthermore, d Customer selects e�ther the cologo or pnvate label cards, then Customer agrees to indemrnfy and hold CenturyLmk harmless for any costs, fees, damages, or expenses of any sort mcurred by CenturyLmk as a result of claims ansing from CenturyLmk's use of Customer's name, trademarks or logo in accordance with this Agreement In add►fion to the other woridcard charges listed herein, Customer wdl pay to CenturyLink any set-up charges assoaated with the design and production of the cologo and pnvate label cards CenturyLink wdl notify Customer of the total amount of set-up charges pnor to product�on of the cards If Customer ob�ects to the set-up charges, then the part�es wdl work together to create a less expensive design than origmally requested by Customer (this sentence and the previous sentence combined constitute the "Set-up Process") If Customer revokes the use of its mark for the cologo or pnvate label cards or requests new cards due to its mark changmg, then Customer must cease using those cards and CenturyLink will �ssue replacement cards that either do not include Customer's mark or conta�n the new mark, as appropnate The Set-up Process vinll apply to the replacement cards and Customer �nnll pay CenturyLink the set-up charges for the replacement cards The person(s) named on the calling card and those ident�fied on CenturyLink's records for the associated account are �ointly and severally responsible for the charges made using the calling card The call�ng card is not transferable, but the cardholder may authonze others to use �t The cardholder is responsible for all charges incurred by authonzed users, and givmg the calling card to someone else or tellmg someone else the security code is such authonzation The calling card wdl be cancelled at the cardholder's request CenturyLink may cancel the call�ng card if the cardholder cancels or tads to pay, �f CenturyL�nk suspects fraud, improper, or unauthonzed use or obsenres unusual use, or if it changes its poliaes for isswng worldcard calling cards CenturyL�nk may cancel the calling card �nnthout notice CenturyLmk is not liable for any damages for any reason due to the cancellation of, or fadure to accept the callmg card if a calling card is canceled for any reason, the cardholder must notify all authonzed users and destroy all calling cards The cardholder should notify CenturyLmk immediately if the cardholder changes address or telephone number or if a calhng card is lost, stolen, or m�splaced or �f a cardhoider suspects unauthonzed use or misuse of a callmg card To report a loss, theft, or suspected misuse, please call 1 800-860-1020 Some uses of the worldcard caliing card may be sub�ect to rules, regulations, and tanffs of state public utdity commissions and the Federal Commurncations Commission 2 2 Domestic IP Voice Domestic IP Voice Service consists of IP mtrastate and interstate dedicated Long Distance and IP dedicated Toll Free DomesUc IP Voice accepts intrastate and mterstate dedicated Long Distance traffic m IP format and converts such traffic for transmiss�on across the telecommurncations network Domestic IP Voice also accepts domesUc Toll Free traffic and converts it into VoiP format for transmission to Customer The pnGng for pomest�c IP Voice services is the same as for non-IP intrastate 'and mterstate dedicated Long Distance and non-IP dedicated Toll Free Domestic IP Voice does not support local services, 911, E911, V911, operator services, local number portabdity, or directory I�stings All use of Domestic IP Voice wdl comply w�th and be sub�ect to the service gwde, AUP, and applicable sections of the SLA which are posted at http //www qwest centurylmk com/legal/ CenturyLink OMR #N55756 (QLAGESZ) Page 8 O CenturyLink, Inc All Rights Reserved CONFtDENTIAL v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT DOMESTIC VOICE SERVICE EXHIBIT reserves the nght to refuse to accept, suspend, or limit any or all of Customer's IP traffic not complymg with the service guide techrncal specifications or that CenturyLink believes is adversely affedmg other customers on the CenturyLink network The service guide and ' AUP are incorporated mto the Agreement by this reference CenturyLink may reasonably modiiy the service guide, AUP, and SLA to ensure compliance with applicable laws and regulat�ons and to protect CenturyLmk's network and customers, and such change wdl be effective upon post�ng to the Web site 2 3 CenturyLink 8XX Outbound Service. CenturyLmk 8XX Outbound Serv�ce ("8XX Outbound'� allows Customer to place Toll Free TDM or IP calis to CenturyLmk owned or non-CenturyLink owned Toll Free numbers on Customer's CenturyLmk dedicated access Imes ("DALS") 8XX Outbound is only avadabie on DALs prowsioned on CenturyLink DMS250, NGS, and IPLD switched 8XX Outbound is not sub�ect to an SLA 8XX Outbound is governed by the CenturyLink RSS and/or Tariffs CenturyLink reserves the nght, upon 30 calendar days pnor wntten noUce to Customer, to cancel or moddy 8XX Outbound if Customer does not agree to the 8XX Outbound modifications, then Customer must notify CenturyL�nk pnor to the expiration of the 30 day Ume frame that Customer wishes to cancel 8XX Outbound Customer's c�nUnued use of 8XX Outbound after the 30-day time frame wdl indicate that Customer agrees to the mod�ficat�ons Limitat�ons CenturyLink provides 8XX Outbound by routing and terminatmg the toil-free call to a CenturyLmk dedicated facdity that is connected to a LEC facility to allow re-ong�nat�on to the d�aled Toll Free number CenturyLink is only responsible for getting the call to the LEC for re-ongination CenturyLmk cannot prov�de any kind of support or help troubleshoot problems with toll free ongmation or termination once the ca�l is delivered to the LEC for re-ongination Because all outbound Toll Free calls wdl re-onginate from a LEC centrai office, the outbound toll-free call wdl route as �f the call onginates from the LEC central office, and not from the geographic locat�on of Custome�'s DAL If there is regional (i e, calls only allowed to onginate from specafic states or d►sallowed from speafic states) or po�nt of call (geographic) routing on the dialed Toll Free number, the cali may not be completed From time to time CenturyLink may add, change, and/or remove the central offices from which calis are re-ongmated, without notice to Customer Customer requests for 8XX Outbound changes or adddions, inGuding additional 8XX Outbound traffic volumes, are sub�ect to avadabdity and CenturyLink's acceptance of the order 2 4 Non-Completed Calls "Non-completed Call Percentage Threshold" means 30% of all attempted calls, both completed and non- completed if the percentage of Customers cails that do not comptete (out of all attempted calls) meets or exceeds the Non-completed Call Percentage Threshold for any given monthly bdlmg cyGe, CenturyLink may, upon 30 calendar days not�ce to Customer, disconnect any and ali circud(s) providmg Service on which the Non-completed Call Percentage Threshold was exceeded 3 Term Th�s Service Exhibit w01 expire or terminate coterminous with the Agreement, unless terminated earlier by either party by providing 60 days advance written notice 4 Charges As applicable, Customer wdl pay the rates, Net Rates, Net Effective Rates, and ail other charges set forth m the Pricing Attachment, RSS, ISS, Tanff, or Order Form Customer is responsible for all metered usage charges and per call charges that occur from the pomt Service is available for Customer use, regardless of whether CenturyLmk notifies Customer of Service avadabdity Domestic Long Distance calls crossing state boundanes, wdhin the same LATA, �nnil be bdled at the interstate rate The rates, Net Rates, and Net EffecUve Rates do not include costs associated �nnth local access or CPE, which rates are descnbed in the Service Exh�bits specific to those services or in a separate agreement for such service Customer's 8XX Outbound wdl bdl the same rates as Customer's dedicated outbound Long Distance (1+) Customer understands and agrees that all 8XX Outbound calls wdl be bdled to the trunk group owner, even if the dialed toli-free numbers belong to CenturyLink CenturyLink reserves the right, upon 30 calendar days prior written notice to Customer, to charge an MRC for SXX Outbound if Customer does not agree to the MRC, then Customer must notify CenturyLmk pnor to the expirat�on of the 30 day time frame that Customer wishes to cancel 8XX Outbound Customer's continued use of 8XX Outbound after the 30-day time ftame uvdl indicate that Customer agrees to pay the MRC Unless a Net Rate or Net Effective Rate is spec�fied in the Pncing Attachment, domestic Outbound Long Distance and 8XX Outbound, domestic Toll Free (includmg any features), domestic VNS, and domesUc woridcard voice services wnll be charged at the Agreement rates m the Tariff, ISS, and RSS Rates and Net Rates wnll be used for calculaUng Contnbutory Charges Customer represents that it has received from a CenturyLink competitor an offer comparable to the offer in this Service Exhibit for the Services OMR #N55756 (QLAGESZ) Page 9 O CenturyLmk, Inc All Rights Reserved CONFIDENTIAL v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT DOMESTIC VOICE SERVICE EXHIBIT PRICING ATTACHMENT 1 Interstate� For ali Interstate Long Distance usage, CenturyLink uvdl bdl Customer an 18 second minimum per call and 6 second increments Domestic Interstate Per M�nute Outbound Lon Distance Net Rate On �nahon — Ter►nmahon Dedicated — Switched $0 0100 Switched — Slnntched $0 0230 Dedicated — Dedicated NS $0 0100 Domest�c Ir�terstate Per Minute Toll Free Net Rate On ►nahon - Terminahon Switched — Dedicated $0 0189 Sw�tched — Switched $0 0250 Domestic Interstate Net Rate worldcard — O tion 1 On ►nahon — Te►mmafion Per Minute Switched — Sw�tched $0 0250 Per Call Surcha e from Non- Pa hone $0 3500 er call $0 3500 plus Per Call Surcharges from Payphone $0 5500 surcharge per a hone cail Domest�c Interstate Net Rate Directo Assistance all states) Directory Assistance — per call (up to two numbers ma be rovided er call $a 9900 2 Intrastate. DomesUc Intrastate (including interLATA and intraLATA) Outbound Long D�stance per Mmute By Stabe Net Rate State OriginaSon — Te►mination Washin ton Dedicated — Switched $0 0187 Washin ton S1�wtched - S�nntched $0 0370 Domest�c intrastate (including interLATA and mtraLATA) per Minute Toll Free Rates B State State Ongination — Termmanon Washin on Switched — Dedicated $0 0189 Washin ton Switched — Slnntched $0 0361 Intrastate (including interLATA and mtraLATA)wo�/dcard - Opt�on 1 Net By S �� Effectrve Rates State Per Mmute Switched - Switched $0 0370 Washington Per Call Surchar e from Non-Pa hone $0 3500 Per Call Surcharges from Payphone $0 3500 $0 3000 OMR #N55756 (QLAGES� Page 10 O CenturyLmk, inc All Rights Reserved CONFIDENTIAL v1 081111 CENTURYLINK �OYAL ADVANTAGE AGREEMENT DOMESTIC VOICE SERVICE EXHIBIT Domesbc Intrastate Net Dmectory Ass�stance per cail Effective Rates States Alabama, Anzona, Colorado, lowa, idaho, Minnesota, Montana, $1 9900 Nebraska, New Mexico, North Dakota, Oregon, South Dakota, Utah, Washington, Wyoming Michi an, Nevada, New Jerse , V inia, Wisconsin $1 4000 Arkansas, Caldomia, Connect�cut, Delaware, Fionda, Georg�a, Hawau, $0 9500 Illinois, Indiana, Kansas, Kentucky, Lowsiana, Mame, Mississippi, Missoun, New Hampshire, New York, North Carolma, Ohio, Oklahoma, Pennsylvania, Rhode Island, South Carolina, Tennessee, Texas, Vermorrt, West v inia Ma land first 2 calls are free, each call thereafter $0 9500 Massachusetts (first 10 calis are free, each cail thereafter) $0 9500 3 LOCATIONS THRESHOLD The Slnntched Inbound and Outbound Interstate rates and Dedicated Inbound and Outbound Interstate rates descnbed under the Agreement v�nll be prov�ded to no more than 25 total locations (the °Locations Threshold") Each location in excess of the Location Threshold reqwnng Slnntched Inbound and Outbound Interstate Service or Dedicated Inbound and Outbound Interstate Se�v�ce �nnll receive standard month-to-month RSS rates m lieu of the rates, discounts and/or credits specified herem 4 INBOUND 8XX FEATURE(S) Customer wdl pay the followmg NRCs, MRCs, Change Charges and Surcharges, if applicable, for the Enhanced 8XX Features listed below ("Feature(s)") Pncmg for Features listed below is sub�ect to change without not�ce and is sub ect to a licable federai, state and local taxes, fees and surchar es Feature NRC MRC Chan e Surchar e Altemate Call Rouhn $50 00 r 8XX $50 00 er 8XX $50 00 er 8XX N/A Bus Rin No Answer BRNA $150 00 r SXX $50 00 er 8XX $50 00 er 8XX $0 01 er call Da of Week RouUn DO $50 00 r 8XX $50 00 er 8XX $50 00 er 8XX N/A Da of Year Holida Routi DO $50 � er 8XX $0 00 $50 00 er 8XX N/A Dialed Number ldentficat�on Sernce DNIS $15 00 er 8XX $0 00 $15 00 er 8XX N/A Direct Termmafion Overflow DTO $50 00 er 8XX $50 00 er 8XX $50 00 er 8XX N/A ERM ut�Enhanced Reportmg Manager �pp 00 per 8XX $� $0 $0 EZ Route�Menu and Database " i $150 00 r 8XX $50 00 er 8XX $0 00 $0 04 er call EZ Route�Speech Recogn�Uon Menu & $�50 00 �r 8XX $50 00 per 8XX $0 00 $0 08 per cali Database Routin '` EZ Route-Percent Allocat�on, Time of Day, �nGuded mth EZ Induded w�th EZ Induded wrth EZ Included with EZ Day of Week, Area Code 8 Customer - Route Route Route Route Entered Di it RouUn ' EZ Route-Bnd m $0 00 $0 05 er MOU $0 00 $0 00 EZ Route Enhanced ReporUng Manager ERM $500 00 $0 00 $0 00 $0 00 Extended Cali Covera e ECC $0 00 $0 00 $0 00 N/A Geo ra hic Routin GeoRouUn $50 00 er 8XX $50 00 er 8XX $50 00 r 8XX N/A $35 00 per 8XX $35 00 per 8XX Industry Toil Free Directory Assistance (standard) �� $� (standard) $2 00 per query $100 00 per 8XX $100 00 per 8XX e de e edde Menu Routin $250 00 r 8XX $25 00 r 8XX $100 00 r 8XX $0 05 r call Percent Allocation RouUn $50 00 er 8XX $50 00 er 8XX $50 00 er 8XX N/A Pro ect Account Codes PAC $15 00 er 8XX $15 00 er 8XX $15 00 r 8XX N/A This advanced rouUng opUon is only offered through an ailiance wnth AdGeo Please CenturyLink GeoPlus� contad AdGeo di�ectty at 888-947-3900 or v�s�t www QwestGeoPlus com Log-in est PIN estl Real Time ANI $0 00 $0 00 $0 00 N/A Tailored Call Covera e CC $50 00 er 8XX $0 00 $50 00 r 8XX N/A Time of Da RouUn OD $50 00 r 8XX $50 00 er 8XX $50 00 r 8XX N/A Transfer and Release nR $1,000 00 r 8XX $100 00 r 8XX $100 00 r 8XX $0 05 er transfer Control Center for Toll Free $0 00 $0 00 $0 00 N/A Su er Trunk Overflow $5Q 00 r 8XX $50 00 er 8XX $50 00 r 8XX N/A In Switch Overflow Trunk $50 00 er 8XX $50 00 er SXX $50 00 er 8XX N/A " Limited to 500 nodes per applicat�on OMR #Id55756 (QLAGES� Page 11 O CenturyLmk, Inc All Rights Reserved CONFIDENTIAL v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT 1 General, De�nitions Capitalized terms not defined m this Serwce Exhibit are defined in the Agreement CenturyLink wdl provide Intemat�onal Voice Service ("Sennce") under the terms of the Agreement, RSS, ISS, and this Service Exhibit °Pncing Attachment means a document containing rates specafic to the Service and is incorporated by reference and made a part of this Service Exhibit Serv�ce 21 Descnption Intemationai Voice Serv�ce consists of International Outbound Long Distance, Intemational Toll Free and International worldcard� Except where specified otherwise, for international outbound voice service, the rates specified herein wdl only appiy to intemational outbound voice service onginaUng in the U S(sub�ect to avadabdity) and terminating intemationaily using land- Ime facOiUes and �nnli not apply to mtemational outbound voice service terminaUng mtemationally us�ng cellular facdities or, for mternational mbound voice service, the rates specified here�n wdl only apply to intemat�onal inbound voice sennce ongmating internationally usmg land-line and cellular faGiities However, airtime is charged for mobde calls Wdh respect to International Outbound Long Distance (a) Per the Federal Trade Commission (°FTC"), telemarketers are required to transmit the�r telephone number to Caller ID services As such, all telemarketers using CenturyLmk commeraal services are required to prov�de CPN/pseudo- CPN according to the rules below IF A TELEMARKETER DOES NOT PROVIDE CENTURYLINK WITH A NUMBER FOR THIS PURPOSE, THEIR BILLING TELEPHONE NUMBER WILL BE USED AS THE TRUNK GROUP'S CPN, and (b) Federal Do Not Calls rules require that comparnes that telemarket or engage in telephone solicitations adhere to the reqwrements set forth in 47 C F R section 641200 (FCC) and 16 C F R Part 310 (FTC) Please consult with your company's legal advisor for more information 2 2 Internat�onal IP Voice Intemational IP Voice Service consists of IP international Long Distance and IP dedicated international Toll Free Intemational IP Voice accepts �ntemational dedicated Long D�stance traffic m IP format and converts such traffic for transmission across the telecommunications network Intemational IP Voice also accepts dedicated internationai Toll Free traffic and converts it into Vo�P format for transmission to Customer The pricmg for Intemational IP Voice services is the same as for non-IP dedicated intemational Long Distance and Toll Free International IP Voice does not support local services, 911, E911, V911, operator services, local number portabdiry, or d�rectory I�stings All use of Intemational IP Voice vinll comply with and be sub�ect to the Service Gwde and AUP which are posted at http //www qwest centurylink com/legal/ CenturyLmk reserves the nght to refuse to accept, suspend, or limit any or all of Customer's IP traffic not complymg with the Serwce Gwde techrncal speafications or that CenturyLink believes is adversely affecting other customers on the CenturyLink network The Service Guide and AUP are incorporated mto the Agreement by this reference CenturyLmk may reasonabiy modify the Service Guide and AUP to ensure compl�ance with applicable laws and regulations and to protect CenturyLmk's network and customers, and such change wdl be effective upon postmg to the Web sEte 3 Charges Customer wdl pay all appiicable rates and charges as set forth in the PnGng Attachment, in the RSS, ISS, or Order Form The per mmute rates, country/mobde codes and charges contained in the Pncing Attachment are provided for mformational purposes only, but should reflect the applicable rates as of the Effective Date of the underlying Agreement The rates for International Voice Service are controlied by the RSS and are sub�ect to change The rates set forth m the Pncing Attachment do not include costs associated with locai access If a Term of less than one year is in effect, then Customer wdl not receive any discounts No other discounts or promotions wdl apply OMR #N55756 (QLAGES� Page 12 OO CenturyLmk, Inc Ali Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT PRICING ATTACHMENT Ail rates are quoted m mmutes and uwll be bdled m the follovmng �rntial and �ncremental Ume penods based on traffic type Intemat�onal Voice Service �rnbal Bdling Incrementat Period Bdim Period Outbound U S to Intemational 30 seconds 6 seconds Outbound U S to Canada 30 seconds 6 seconds Outbound U S to Mex�co 60 seconds 60 seconds Intemational Toll Free Sernoe °ITFS°Nnroersal IntemaUonai Freephone Number °UIFN" bdling increments ITFSNIFN inrtial Bdling Period Incremental Bdlin Penod Inbound Intemational exGudin Mebco to US 30 seconds 6 seconds Inbound Canada to US 30 seconds 6 seconds Inbound US to Canada 30 seconds 6 seconds Inbound Mexico to US 60 seconds 60 seconds Intemational Ouffiound Long Distance Switched Dedicated Origination - Onginabon - Country of Termination ��h� Switched Termination Term�nat�on Rate Per Rate Per Minute Minute Afghanistan $0 8535 $0 8355 Albarna $0 4104 $0 3924 Albania - Mobde/Speaal Services $0 3243 $0 3063 Algena $0 3528 $0 3348 Algena - Mobde/Spec�al Services $0 3888 $0 3708 Andorra $01680 $01500 Andorra - Mobde/S al Sernces $0 3494 $0 3314 Angola $0 5256 $0 5076 Angola - Mobde/Spec�al Services $0 5616 $0 5436 Angudla $0 3024 $0 2844 Angwlla - Mobde/Speaai Sernces $0 3321 $0 3141 AntarcUca $0 5850 $0 5670 AnUgua $0 2671 $0 2491 Antigua — MobdelSpeaal Sernces $0 423Q $0 4050 ArgenUna $0 1125 $0 0945 Argentma - Mobde/Special Services $0 3454 $0 3274 OMR #N55756 (QLAGESZ) Page 13 O CenturyLink, inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Armerna $0 4464 $0 4284 Armerna - Mobde/Speaal Services $0 4824 $0 4644 Aruba $0 2304 $0 2124 Aruba - Mobde/Speaal Services $0 2664 $0 2484 Ascension Island $1 1224 $1 1044 Australia $0 0614 $0 0434 Australia - Mobile/Specaal Sernoes $0 2538 $0 2358 Austna $0 1066 $0 0886 Austria - Mobile/Special Services $0 3248 $0 3068 Azerbagan $0 4976 $0 4796 Azerbagan - Mobde/Speaal Serv�ces $0 4976 $0 4796 Bahamas $01440 $01260 Bahamas — Mobde/Speaai Serv�ces $0 1980 $0 1800 Bahrain $0 3816 $0 3636 Bahrain - Mobde/Special Sernces $0 4176 $0 3996 Bangladesh $0 4241 $0 4061 Bangladesh - Mobde/Speaal Services $0 6247 $0 6067 Barbados $0 3024 $0 2844 Barbados - Mobtle/Speaal Services $0 3370 $0 3190 Belarus $0 4230 $0 4050 Belarus - Mobde/Specaal Sernces $0 4500 $0 4320 Betgwm $0 0540 $0 0360 Belgwm - Mobde/Speaal Services $0 2970 $0 2790 Belize $0 3816 $0 3636 Belize - Mobde/Specaat Services $0 5542 $0 5362 Benm $0 3384 $0 3204 Benin — Mobde/SpeGal Sernces $0 4680 $0 4500 Bermuda $01872 $01692 Bermuda - Mobde/Speaai Sernces $0 2232 $0 2052 Bhutan $0 7584 $0 7404 Bhutan — Mobde/Specaal Services $0 8280 $0 8100 Bol�v�a $0 2873 $0 2693 Boliwa - MobdelSpeaal Servioes ,�0 3869 $0 3689 Bosnia & Herzegov�na $0 3010 $0 2830 Bosrna & Herzegovma - Mobde/Speaal g0 4032 $0 3852 Sennces Botswana $0 3240 $0 3060 Botswana — Mobde/Speaal Services $0 3960 $0 3780 Brazd $01440 $01260 Brazd - Mobde/Speaal Sennces $0 3022 $0 2842 Bnt�sh Virgm Islands $0 2376 $0 2196 Bntish Virgm Islands - Mobde/Special �p �917 $0 1737 Services Brunei $0 3816 $0 3636 Brunei - Mobde/Speaal Services $0 4176 $0 3996 Bulgana $0 2520 $0 2340 Bulgana - Mobde/Speaal Sernces $0 3348 $0 3168 Burkina Faso $0 4176 $0 3996 Burkma Faso — Mobde/Spe�al $0 4680 $0 4500 Services Burundi $0 8208 $0 8028 Burundi - Mobde/Speaal Serv�ces $0 3448 $0 3268 Cambodia $0 9216 $0 9036 OMR #N55756 (QLAGESZ) Page 14 O CenturyLmk, Inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Cambodia - MobdelSpeaal Sernces $0 9576 $0 9396 Cameroon $0 3�7 $0 3787 Cameroon - Mobde/Speaal Sernces $0 5929 $0 5749 Canada $0 0449 $0 0269 Cape Verde Islands $0 4770 $0 4590 Cape Verde islands — Mobde/Speaal gp 6030 $0 5850 Services Cayman Islands $0 2160 $0 1980 Cayman Islands — Mobde/Specaal $0 2430 $0 2250 Serv�ces Central Afican Republic $0 7942 $0 7762 Centrai Afican Republic — $0 8280 $0 8100 Mobde/S eaal Services Chad $1 2494 $1 2314 Chad - Mobde/Speaal Services $0 8972 $0 8792 Chde $01632 $01452 Chde - Allobde/Speaal Services $0 3402 $0 3222 China $01642 $01462 China - Mobde/Special Services $0 2664 $0 2484 Chnstmas & Cocos Islands $01366 $01186 Colomb�a $01778 $01598 Colombia - Mobde/Special Sennces $0 3096 $0 2916 Comoros $0 6696 $0 6516 Comoros - Mobde/Speaal Sernces $0 6480 $0 6300 Congo, Republic of $0 5292 $0 5112 Cook Islands $5 4000 $5 3820 Cook Islands - Special Sernces $4 6980 $4 6800 Costa R�ca $0 2268 $0 2088 Costa Rica - Mobile/Speaal Sennces $0 2628 $0 2448 Croatia $0 2873 $0 2693 Croatia - Mobtle/Speaai Serwces $0 3606 $0 3426 Cuba $0 9180 $0 9000 Cuba - Guantanamo Bay $1 0080 $0 9900 Cyprus $0 3024 $0 2844 Cyprus - Mobde/Specaal Serv�ces $0 4102 $0 3922 Czech Repubiic $0 2376 $0 2196 Czech Republic - Mobde $0 3246 $0 3066 S ecial/Services Denmark $0 1080 $0 0900 Denmark - Mobde/Speaal Services $0 2880 $0 2700 Diego Garc�a $2 7180 $2 7000 D�iboutt $0 5263 $0 5083 D�ibouti - Mobde/Speaal Services $0 7063 $0 6883 Domirnca $0 3134 $0 2954 Dom�nica — Mobde/Speaal Serv�ces $0 4230 $0 4050 Domirncan Republic $01778 $0 1598 Domirncan Republic - Mobde/Speaal $0 2160 $0 1980 Services East Timor $1 3500 $1 3500 Ecuador $0 2668 $0 2488 Ecuador - MobdelSpeaal Sernces $0 3672 $0 3492 Egypt $0 3283 $0 3103 Egypt - Mob�le SpeaaUServices $0 4608 $0 4428 EI Salvador � $0 2189 $0 2009 OMR #N55756 (QLAGESZ) Page 15 OO CenturyLink, Inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT EI Saivador - Mobde/Speaat Sennces $0 2518 $0 2338 Equatonal Gumea $0 9648 $0 9468 Equatonal Gumea — Mobde/Specaal $� 0080 $0 9900 Services Eritrea $0 6703 $0 6523 Estonra $0 3096 $0 29'16 Estorna - Mobde/Speaal Services $0 4918 $0 4738 Ethiopia $0 6120 $0 5940 Ethiopia - Mvb�le/Speaat Serv�ces $0 6480 $0 6300 Faeroe Islands $0 2760 $0 2580 Falkland Islands (Islas Malvmas) $1 1250 $1 1070 Fgi Islands $0 5220 $0 5040 Fqi Islands - Mobde/SpeGal Sernces $0 6539 $0 6359 Finland $01080 $0 0900 Fmland - Mobde SpeaaUServices $0 2340 $0 2160 France $0 0540 $0 0360 France - Mobde/Spec�al Services $0 2662 $0 2482 French Antdles (ind Martmique) $0 2736 $0 2556 French Gwana $0 3564 $0 3384 French Gwana — Mobde/Specaal $0 4680 $0 4500 Services French Polynesia $0 4976 $0 4796 Gabon Republic $0 4248 $0 4068 Gabon Republic - Mobde/Specxal $p �8 $0 4428 Sernces Gambia $0 3672 $0 3492 Gamb�a - Mob�le/Spec�al Servrces $0 5189 $0 5009 Georg�a $0 5294 $0 5114 Georgia - MobdelSpeciai Services $0 5506 $0 5326 Germany $0 0540 $0 0360 Germany - Mobde/Special Sernces $0 2970 $0 2790 Ghana $0 3312 $0 3132 Ghana - Mobile/Specra! Sernces $0 3672 $0 3492 Gibraltar $0 3812 $0 3632 Gibraltar- Mobde/Speciai Sernces $0 4342 $0 4162 Greece $01300 $01120 Greece - Mobde SpeaaUServ�ces $0 2662 $0 2482 Greenland $0 7650 $0 7470 Greenland - Mob+le/Specxal Serv+ces $0 7650 $0 7470 Grenada $0 3254 $0 3074 Grenada - Mobde/Speaal Sernc:es $0 3614 $0 3434 Guadefoupe $0 28Q8 $0 2628 Guadeloupe - Mobde/Speaal Services $0 4630 $0 4450 Guatemala $0 2189 $0 2009 Guatemala - Mobde/Speaal Servrces $0 3276 $0 3096 Gumea $0 4320 $0 4140 Gumea - Mobde/Special Services $0 5758 $0 5578 Guinea-Bissau $14189 $13976 Gwnea-Bissau - MobilelSpecaal $2 2500 $2 2320 Seivices Guyana $0 5280 $0 5100 Guyana - Mobde/Specaal Services $0 6075 $0 5895 OMR #N55756 (QLAGESZ) Page 16 O CenturyLink, inc Ail R�ghts Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Haiti $0 3706 $0 3526 Hait� - Mobde $0 4342 $0 4162 Haiti - Speaal Services $0 5400 $0 5220 Honduras $0 4500 $0 4320 Honduras - Mobde/Speaal Sernces $0 5220 $0 5040 Hong Kong $0 1150 $0 0970 Hong Kong - Mobde/Speaal Sernces $0 1656 $0 1476 Hungary $0 0836 $0 0656 Hungary - Mobde/Speaal Sernces $0 3502 $0 3322 Iceland $0 2520 $0 2340 Iceland - Mobde/Speaal Sernces $0 3745 $0 3565 India $0 2610 $0 2430 India - Mobile/Specaal Serv�ces $0 4176 $0 3996 Indonesia $01215 $01035 Indones�a - Mobde/Speaal Services $0 3238 $0 3058 INMARSAT — 870 $6 3000 $6 2820 INMARSAT - Atlantic East $6 3000 $6 2820 INMARSAT - AtlanUc West $6 3000 $6 2820 INMARSAT - Indian $6 3000 $6 2820 INMARSAT - PaGfic $6 3000 $6 2820 Intemational Neiworks $4 2353 $4 2142 Iran $0 4651 $0 4471 Iran - Mobile/Speaai Sernces $0 6264 $0 6084 Iraq $0 7835 $0 7709 Ireland $0 1080 $0 0900 Ireland - Mobde/Speaal Services $0 3150 $0 2970 Indwm $3 6529 $3 6318 Israei $0 0630 $0 0450 Israel - Mobde/Speaal Serwces $0 1726 $0 1546 Italy $0 0529 $0 0349 Italy - Mobde/Speaal Sernces $0 2835 $0 2655 Ivory Coast $0 5335 $0 5155 Ivory Coast - Mobde/Speaal Sernces $0 6408 $0 6228 Jamaica $0 3215 $0 3035 Jamaica - Mobde/Speaal Sernces $0 4553 $0 4246 Japan $0 0656 $0 0476 Japan - Mobde/Speaal Sern�s $0 3023 $0 2753 Jordan $0 4651 $0 4471 Jordan - Mobde/Speaal Sernces $0 5352 $0 5172 Kazakhstan $01984 $01804 Kazakhstan - Mobile/Speraal Serwces $0 2650 $0 2470 Kenya $0 4320 $0 4140 Kenya - Mobde/Speaal Services $0 4680 $0 4500 Kiribati $0 9212 $0 9032 Kinbati - Mobde/Speaal Services $1 1250 $1 1070 Korea, North $0 8208 $0 8028 Korea, South $0 1222 $0 1042 Korea, South - Mobile/Speaal Services $0 1510 $0 1330 Kuwait $0 3830 $0 3650 Kuwait - Mobde/Speaal Serv�ces $0 5328 $0 5148 Kyrgyzstan $0 2531 $0 2351 Kyrgyzstan - Mobile/SpeGai Serv�ces $0 4658 $0 4478 OMR #N55756 (QLAGESZ) Page 17 O CenturyLink, inc Ail Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYIINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Laos $0 8304 $0 8124 l.aos - Mobde/Special Services $1 0397 $1 0217 Latvia $0 3010 $0 2830 Latvia - Mobde/Speaal Services $0 4492 $0 4312 Lebanon $0 4378 $0 4198 Lebanon - Mobde/Speaal Services $0 5198 $0 5018 Lesotho $0 4392 $0 4212 Lesotho - Mobile/Special Services $0 4752 $0 4572 Libena $0 3312 $0 3132 Libena - Mobde/Speaal Services $0 6982 $0 6802 Libya $0 4464 $0 4284 Libya - MobdelSpec�ai Services $0 5580 $0 5400 Liechtenstem $01300 $01120 Liechtenstein - Mobde/Speaai Services $01958 $0 1778 Lithuania $0 3010 $0 2830 Lithuania - Mobde/Speaal Sernces $0 4953 $0 4773 Luxembourg $0 1080 $0 0900 Luxembourg - Mobde/Special Services $0 3150 $0 2970 Macau $0 4024 $0 3844 Macau - Mobile/Speaal Serv�ces $0 4464 $0 4284 Macedon�a $0 3096 $0 2916 Macedorna - Mobde/Speaal Services $0 4230 $0 4050 Madagascar $12672 $1 2492 Madagascar - Mobile/Spe�aal Sernces $1 3032 $1 2852 Malawi $0 3456 $0 3276 Malawi - Mobde/Speaal Services $0 3816 $0 3636 Malaysia � $0 0667 $0 0487 Malaysia - Mobde/Speaal Sernces $0 1726 $0 1546 Maldives $0 6864 $0 6684 Maldives - Mobde/Speaal Sernces $2 2500 $2 2320 Mali Republ�c $0 5616 $0 5436 Mali Republic - Mobde/Specaal $0 4782 $0 4602 Services Malta $0 2952 $0 2772 Malta - Mobile/Speaal Sernces $0 3312 $0 3132 Marshall Isiands $0 6750 $0 6570 Mauntarna $0 5184 $0 5004 Maunt�us $0 5824 $0 5644 Mauntius - Mobde/Special Serv�ces $0 6930 $0 6750 Mayotte Island $0 6696 $0 6516 Mayotte Island - Mobde/Specaal $0 8518 $0 8338 Services Mexico Step 1-3 $0 1150 $0 0970 Mexico Step 4- 7 $0 1154 $0 0974 Mexico Step 8 $01260 $01080 Micronesia $0 5130 $0 4950 Moldova $0 3967 $0 3787 Moldova - Mobde/Speaal Services $0 7729 $0 7549 Monaco $01080 $0 0900 Monaco - Mobde/Speaal Services $0 3494 $0 3314 Mongolia $0 8640 $0 8460 Montserrat $0 3420 $0 3240 Montserrat - Mobde/Spec�al Services $0 5130 $0 4950 OMR #N55756 (QLAGESZ) Page 18 O CenturyLmk, Inc Ail Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Morocco $0 4129 $0 3949 Morocco - Mobile/Specaal Sernces $0 4673 $0 4493 Mozambique $0 4549 $0 4369 Mozambique - Mobde/Speaal Sernces $0 5760 $0 5580 Myanmar (FoRnerly Burma) $1 0906 $1 0726 Namibia $0 4950 $0 4770 Namibia - Mobde/Speaal Services $0 4032 $0 3852 Nauru $14400 $14220 Nauru - Mobde/Speaal Sernces $2 2235 $2 1706 Nepal $0 5544 $0 5364 Nepal - Mobile/Specaal Serv�ces $0 6930 $0 6750 Netherlands $0 0540 $0 0360 Netherlands - Mobde/Speaal Sernces $0 3420 $0 3240 Netherlands Anttlles $0 2435 $0 2255 Netherlands Ant�lles - Mobde/Speaal gp 3282 $0 3082 Sennces New Caledonia $0 6048 $0 5868 New Zealand $0 1300 $0 1120 New Zealand - MobdelSpeaal Sernces $0 3033 $0 2853 Nicaragua $0 3060 $0 2880 Nicaragua - MobdelSpeaai Services $0 3420 $0 3240 Niger Republic $0 5136 $0 4956 N►ger Republic - Mobde/Special $0 3613 $0 3433 Services Nigena $0 4230 $0 4050 Nigena - Mobde/Specaal Services $0 5026 $0 4846 Niue $2 2680 $2 2500 Nwe - Mobde/Speaal Services $2 2680 $2 2500 Nortolk Island $1 7894 $1 7714 Norvvay $0 1080 $0 0900 Norway - Mobde/Speaal Services $0 2223 $0 2043 Oman $0 4860 $0 4680 Oman - Mobde/Speaal Services $0 5220 $0 5040 Pak�stan $0 5400 $0 5220 Pakistan - Mobde/Specaal Sernces $0 5328 $0 5148 Palau, Repubiic of $0 5400 $0 5220 Palestine $01510 $01330 Palestme Mobde $0 2025 $0 1845 Panama $0 3010 $0 2830 Panama - Mobde/Speaal Sernces $0 3456 $0 3276 Papua New Gwnea $0 3600 $0 3420 Papua New Gwnea - Mobde/Speaal �� 8�0 $1 7820 Services Paraguay $0 3312 $0 3132 Paraguay - Mobde/Speaal Services $0 3851 $0 3671 Peru $0 2285 $0 2105 Peru - MobdelSpecial Services $0 3382 $0 3202 Phtl�ppmes $0 2070 $01890 Phdippines - Mobde/Special Sennces $0 3330 $0 3150 Poland $0 0784 $0 0604 Poland - Mobde Spec�aVServices $0 3650 $0 3470 Portugai $0 0688 $0 0508 Portugal - Mobde/Speaal Sernces $0 2970 $0 2790 OMR #N55756 (QLAGESZ) Page 19 � CenturyLink, Inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Qatar $0 5670 $0 5490 Qatar - Mobile/Specaat Setvices $0 6300 $0 6120 Reunion Island $0 6671 $0 6491 Reurnon Island - MobdeJSpeaal $0 7222 $0 7042 Services Romania $01980 $01800 Romania - Mobde/Speaal Services $0 4234 $0 4054 Russia $01915 $01735 Russia - Mobde/Specaal Serv�ces $0 2520 $0 2340 Rwanda $0 6216 $0 6036 San Manno $01424 $0 1244 San Manno - Mobde/Speaal Services $2 0250 $2 0070 Sao Tome $2 0250 $2 0070 Saudi Arabia $0 3967 $0 3787 Saudi Arab�a - Mobde/SpeGal Serv�ces $0 5544 $0 5364 Senegal Repubiic $0 5335 $0 5155 Senegal Republic - Mobde/Spec�al $0 6565 $0 6385 Services Seychelles Islands $0 7404 $0 7224 Seychelles Islands - Mobde/SpeGal $p 4998 $0 4818 Services ) Sierra Leone $0 5850 $0 5670 Sierra Leone - Mobde/Speaal Services $0 5436 $0 5256 Singapore $01573 $01393 Singapore - Mobde/SpeGal Services $0 2160 $0 1980 Slovak Republic $0 2326 $0 2146 Slovak Republic - Mobde/Speaal $0 3606 $0 3426 Services Sloverna $0 2520 $0 2340 Sloverna - Mobde/Speaal Sernces $0 4024 $0 3844 Solomon Islands $1 3500 $1 3320 Solomon islands - Mobde/Speaal �� 8 �� 7g20 Sernces Somalia $13235 $13055 South Afica $0 0900 $0 0720 South Afnca - Mobde/Speaai Services $0 3382 $0 3202 Spain $0 0540 $0 0360 Spain - Mobde/Speaal Services $0 3389 $0 3187 Sn Lanka $0 5184 $0 5004 Sn Lanka - Mobde/SpeGal Seivices $0 5544 $0 5364 St Helena $0 9106 $0 8926 St Kitts/News $0 2729 $0 2549 St Kitts/PVevis - MobilelSpeaal $0 4242 $0 4062 Serv�ces St Lucia $0 2808 $0 2628 St Lucia - Mobde/Special Sernces $0 4712 $0 4532 St Pierre/Miquelon $0 2688 $0 2508 St VmcenUGrenadines $0 3336 $0 3156 St �ncent/Grenadines - $0 4417 $0 4237 Mobde/S eaal Services Sudan $0 6336 $0 6156 Sudan - Mobile/Speaal Serv�ces $0 4995 $0 4815 Sunname $0 6468 $0 6288 Sunname - MobdeJSpeaal Services $0 6008 $0 5828 Swaz+land $0 2952 $0 2772 OMR #N55756 (QLAGESZ) Page 20 OO CenturyLmk, Inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Swazdand - Mobde $0 3312 $0 3132 Sweden $0 0�0 $0 0720 Sweden - Mobde/Specaal Services $0 3282 $0 3102 Switzerland $0 0540 $0 0360 Switzerland - Mobde/Spec�al Services $0 3918 $0 3738 Synan Arab Republic $Q 5328 $0 5148 Synan Arab Republic - Mobde/Speaai �0 5688 $0 5508 Services Taiwan $01150 $0 0970 Taiwan - Mobde/Speaal Serv�ces $01510 $0 1330 Ta�ikistan $0 3812 $0 3578 Ta�ik�stan - Mobde/Speaal Services $0 3812 $0 3578 Tanzarna $0 4860 $0 4680 Tanzarna - Mobde/Speaal Services $0 5832 $0 5652 Thadand $01292 $01112 Thadand - Mobde/Speaal Sernces $0 2952 $0 2772 Togo $0 5436 $0 5256 Togo — Mobde/Special Sennces $0 6930 $0 6750 Tokelau $18090 $17910 Tokelau - Mobde/Speaal Services $1 8360 $1 8180 Tonga islands $0 5537 $0 5357 Tonga Islands - Mobde/Speaal � �� $0 �� Sernces Tnrndad 8� Tobago $0 3010 $0 2830 Trirndad & Tobago - Mobde/Specaal �p 2986 $0 2806 Sennces Tunisia $0 3918 $0 3738 Tunisia - Mobde/Specaal Services $0 3918 $0 3738 Turkey $0 2736 $0 2556 Turkey - Mobde/Speaal Sernces $0 3398 $0 3218 Turkmernstan $0 6035 $0 5855 Turkmenistan - Mobile/Speaal $0 6035 $0 5855 Services Turks & Caicos $0 4024 $0 3844 Turks & Caicos - Mobde/Speaal $0 4d55 $0 4275 Sernces Tuvalu $2 0118 $1 9938 Tuvalu - Mobile/Speaal Services $4 9680 $4 9500 Uganda $0 3967 $0 3787 Uganda - Mobde/Specaal Sernces $0 4464 $0 4284 Ukrame $0 2462 $0 2282 Ukraine - Mobde/Special Serwces $0 3600 $0 3420 United Arab Emirates $0 4342 $0 4098 Urnted Arab Emirates - AAobde/Speaal $0 5850 $0 5670 Sernces United Kmgdom $0 0518 $0 0338 Un�ted Kingdom - MobdelSpeaal $0 3600 $0 3420 Serwces Uruguay $0 3240 $0 3060 Uruguay - Mobde/Spec�al Serwces $0 3600 $0 3420 Uzbekistan $0 2531 $0 2351 Vanatu - Mobde/Specaal Services $21389 $2 1209 Vanatu, Republic of $1 3702 $1 3522 Venezuela $01984 $018d4 Venezuela - Mobde/Specaal Sernces $0 3454 $0 3274 OMR #N55756 (QLAGES� Page 21 O CenturyLink, Inc Ail Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Vietnam $0 4500 $0 4320 Vietnam - Mobde/Speaal Services $0 5400 $0 5220 Wallis 8 Futuna Islands $2 2680 $2 2500 Westem Samoa $0 5718 $0 5538 Yemen Arab Republic $0 5054 $0 4874 Yemen Arab Repubiic - MobdelSpeaal $p 5882 $0 5702 Services Yugoslavia - Mobde/Speaal Sernces $0 3�0 $0 3780 Yugoslav�a (ind Serbia) $0 3488 $0 3308 Zaire, Republic of $0 5718 $0 5538 Zaire, Republic of - Mobde/Spec�al $0 6882 $0 6702 Services Zambia $0 3967 $0 3787 Zamb�a - Mobde/Speaal Sernces $0 4464 $0 4284 Zimbabwe $0 3240 $0 3060 Zimbabwe- Mobde/Speaal Sernces $0 4565 $0 4385 ITFS/UIFN In certain countries, the follo�nnng applications are not permitted for ITFSNIFN caliing card, VRU (Vo�ce Response Unit), operator services, third-country termmation, dial tone, dial up access, dead air or any other response the individual carrier deems inappropnate to ITFS Onginating camers treat all camers equally regarding these restncUons Restnctions on usage are imposed on all other carriers, includmg CenturyLink, by the onginating camers ITFS service orders wolat�ng the restnctive gwdelmes of the onginating carrier wdl not be processed by CenturyLink's ITFS/UIFN implementation group Toll-free onginating carriers finding usage in violation of their gwdelines can, and wdl, block toll-free numbers on the onginating side of the call uvithout notice or appeal Carners may change their restnctions to be more restrictroe without notice to CenturyLink Information regarding which country has this type of limitation is located in the "ITFS/UIFN Availabdity Matnx " CenturyLmk �s able to supply a copy of the ITFS/UIFN Avadabdity Matnx upon request � UIFN �s a service which allocates 1 toll free number to be used m multiple foreign countnes to call the United States and bdl to the number �n the United States Countnes which are currently avadable for UIFN are indicated m the table below There is an NRC and an MRC, which are applicable per number, regardless of the number of countnes m which the number is active The per minute rates us�ng the UIFN number are the same as the ITFS rates listed in the table below The UIFN nonrecumng charge and monthly rate applies to any CenturyL.ink produd where the customer subscnbes to UIFN(s) UIFN ��hed Onginabon - Switched Ongination - Country of Ongination Avadability ��hed Termination Dedicated Term�nat�on Rate Per AAinute Rate Per Mmute An uilla $1 0260 $1 0080 Ant� ua $0 5292 $0 5112 Ar entina YES $0 8730 $0 8550 Australia YES $0 1530 $0 1350 Bahamas $0 2430 $0 2250 Bahrain $0 5148 $0 4968 Barbados $0 3330 $0 3150 Bel ium YES $01080 $0 0900 Bermuda $0 4212 $0 4032 Brazd YES $0 4644 $0 4464 BnUsh vr in Islands $1 0260 $1 0080 Canada $0 0630 $0 0450 OMR #N55756 (QLAGES� Page 22 O CenturyLink, inc All R�ghts Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 worldcard Svmtched Originabon to Slivitched Tertmnation Rate Schedule CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Ca man Islands $0 2192 $0 2012 Chde $0 3708 $0 3528 Chma YES $0 7740 $0 7560 Colomb�a $0 4212 $0 4032 Costa Rica $0 9828 $0 9648 C n�s $01662 $01482 Denmark YES $01260 $0 1080 Dominica $0 6703 $0 6523 Dominican Re ublic $01350 $0 1170 Fi i $0 8190 $0 8010 Finland YES $0 2430 $0 2250 France YES $0 0810 $0 0630 German YES $0 0810 $0 0630 Greece $0 2107 $01927 Grenada $0 5710 $0 5530 Guatemala $0 8820 $0 8640 Hon Kon YES $0 3150 $0 2970 Hun a YES $0 5292 $0 5112 India $0 9630 $0 9450 indonesia $0 7164 $0 6984 Ireland YES $0 0900 $0 0720 Israel YES $01530 $0 1350 Ital YES $0 0810 $0 0630 Jamaica $0 2298 $0 2118 Ja an YES $0 3150 $0 2970 Korea, South YES $0 9180 $0 9000 Luxembour YES $0 2844 $0 2664 Macau YES $0 3780 $0 3600 Mala sia YES $0 4860 $0 4680 Mexico (Zone 1) $0 1530 $0 1350 Mexico (Zone 2) $0 1530 $0 1350 Mexico (Zone 3) $0 1530 $0 1350 Mexico (Zone 4) $0 1530 $0 1350 Montserrat $1 0260 $1 0080 Netherlands YES $0 0900 $0 0720 Netherlands Antdies $0 6750 $0 6570 New Zealand YES $01530 $0 1350 Norvva YES $0 2430 $0 2250 Panama $0 4284 $0 4104 Peru $1 2330 $1 2150 Phdi ines YES $0 3150 $0 2970 Poland $0 5292 $0 5112 Portu al YES $0 2430 $0 2250 Sin a ore YES $0 3150 $0 2970 South Afnca YES $0 6084 $0 5904 S ain YES $0 2430 $0 2250 St Kitts $0 5882 $0 5702 St Lucia $1 3860 $1 3680 St VmcenUGrenadine $0 7380 $0 7200 Sweden YES $0 2430 $0 2250 Switzerland YES $0 2430 $0 2250 Taiwan YES $0 5220 $0 5040 Thadand YES $0 5652 $0 5472 Tnrndad & Toba o $0 5292 $0 5112 OMR #N55756 (QLAGES� Page 23 O CenturyLink, Inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT United Kinqdom YES $0 0810 $0 0630 Venezuela Canada Serv�ces — To and From Toll Free Serv�ces to and from Canada From Canada to Unibed Staties Switched OnginaUon - $0 063 Switched TerminaUon SwRched OngmaUon - $� � Dedicated TemunaUon Toll Free Sernce Swrtched temvnabon serv�ce Term�nat�n in Canada avadable onl Unded States Swrtche� OnginaUon - Canada $0 063 Switched Terminafion worldcard Usage �ritched Originabon — Sw�tched Per Call Tertninabon Rate Per Minute Surcha e Canada to US $0 0720 $0 2500 Canada to Intemational Per US to Irrtemational rates in $0 5000 Section 5 1 worldcard I�mational Origination bo U.S. Term�nation. Swifiched Origination — Per Call Surcharge Country of OnginaUon Switched Term�na6on Rate per AAmube Anti ua Barbuda $1 4040 $1 0000 Ar entma $1 4040 $1 0000 Australia (Tasmania, Chismas Islands, Cocos $0 5544 $1 0000 Islands Austna $0 7200 $1 0000 Bahamas $1 1448 $1 0000 Bahram $2 0250 $1 0000 Barbados $0 8352 $1 0000 Belarus (V'debsk, Grodno, Brest, M�nsk, Moghdev, �� 520 $1 0000 Gomel Bel wm $0 7200 $1 0000 Bermuda $1 1250 $1 0000 Bolivia $1 8360 $1 0000 Brazd $0 7488 $1 0000 Brunei $2 2536 $1 0000 Bul ana $1 1520 $1 0000 Chde $1 0440 $1 0000 China $1 2384 $1 0000 Colombia San Andres Isl $0 9720 $1 0000 Cook Island $71400 $1 0000 Costa Rica $0 8136 $1 0000 CroaUa $1 1520 $1 0000 C rus $11520 $10000 Czech Re ublic $1 0440 $1 0000 Denmark $0 7200 $1 0000 Dominica $1 3500 $1 0000 Dommican Re ublic $0 8280 $1 0000 E t $14040 $10000 EI Salvador $1 4040 $1 0000 Fi i Islands $2 2536 $1 0000 Finland $0 7200 $1 0000 OMR #N55756 (QLAGES� Page 24 O CenturyLink, Inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE�" AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT France Cors+ca Island $0 4608 $1 0000 French Guiana $1 1255 $1 0000 German $0 4536 $1 0000 Greece $0 9936 $1 0000 Guadeloupe (St Barthelemy, St Mardn French $� 1255 $1 0000 Part, Mane Galante Hon Kon $0 5904 $10000 Hun a $0 7200 $1 0000 Iceland $0 8568 $1 0000 India $2 7000 $1 0000 Indones�a Do not cover East Timor $1 3104 $1 0000 Ireland $0 6840 $1 OODO Israel-Beze Idot cover PalesUrnan Temtones $0 9648 $1 0000 Ital Elba Island, San Manno, Vat�pn C $0 6480 $1 0000 Ja an $0 5616 $10000 Jordan $1 7400 $1 0000 Ken a $2 1600 $1 0000 Korea South $1 0368 $1 0000 Lativa $1 4040 $1 0000 Lithuania $1 0440 $1 0000 Luxembour $0 7200 $1 0000 Macedonia $1 6200 $1 0000 Maia sia Penmsular Mala ia and East Mala ia $1 2312 $1 0000 Malta $0 9000 $1 0000 Martini ue $1 4040 $1 0000 Mauntws $2 2536 $1 0000 Mexico $0 9288 $1 0000 Monaco $0 7200 $1 0000 Netherlands $0 4392 $1 0000 New Zealand Chatham fslands $1 1520 $1 0000 Nicara ua $1 4328 $1 0000 Norwa Jan Ma en, Svalbard Islands $0 7200 $1 0000 Pakistan $1 2600 $1 0000 Panama $1 4040 $1 0000 Peru $0 8568 $1 0000 Phdi ines $11376 $10000 Poland $1 0584 $1 0000 Portu al Azores, Madeira $1 1016 $1 0000 Reunion Island France $0 9000 $1 0000 Romania $1 3500 $1 0000 Russia $1 1520 $1 � Sene al $2 2536 $1 0000 Sin a ore $1 1520 $1 0000 Slovak Re ublic $1 1520 $1 OUO� Sloverna $0 3396 $1 0000 South Afnca $0 9504 $1 0000 Spam (Baleanc Island, Canary Islands, Ceuta, $0 8784 $1 0000 Meldla Islands Sn Lanka $1 8000 $1 0000 St Kitts & Levis $1 4040 $1 0000 St Pierre $1 4040 $1 0000 Sweden $0 7200 $1 0000 Switzeriand Do not c;over Liechtenstem $0 7200 $1 0000 S nan Arab Re ublic $1 7550 $1 0000 Taiwan $0 5976 $1 0000 Thadand $13608 $1 0000 Trmidad 8 Taba o $1 3500 $1 0000 Ukraine $1 1520 $1 0000 OMR #N55756 (QLAGESZ) Page 25 O CenturyLmk, inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE�"" AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT United Arab Emirates $0 8400 $1 0000 Urnted I(ingdom (England, Scotland, Wales, Nothem Ireland, Isle of Man, Guemsey, Channel $0 3168 $1 0000 Venezuela Vietnam �: � � .�. $1 0000 $1 0000 woNdcard ir�temational Ong�nation b� Irrterr�tional Tertnination S�vitched Originabon — per Call Courttry of Origination Sw�tched Termmation Surcharge Rate r M�nute Ar entina $1 4774 $1 00 Australia (fasmarna, Chnstrnas Islands, Cocos Islands $0 7135 $1 00 Austria $0 8864 $1 00 Azores Portu al $1 7609 $1 00 Bel ium $0 7270 $1 00 Boliwa $2 4001 $1 00 Ch�le $1 6124 $1 00 China $1 7226 $1 00 Colombia San Mdres Isl $1 6832 $1 00 Croat�a, Re ubiic of $1 4999 $1 00 Czech Re ublic $1 1768 $1 00 Denmark $0 5807 $1 00 Domirncan Re ublic $1 0645 $1 00 EI Salvador $1 2861 $1 00 Finland $0 6370 $1 00 France Cors�ca island $0 5245 $1 00 F�ench G ana $1 4346 $1 00 German $0 6721 $1 00 Greece $0 9092 $1 00 Guadeloupe (St Barthelemy, St Martn French Part, Mane Galante $1 4346 $1 00 Hon Kon $0 5605 $1 00 Hun a $0 9824 $1 00 Iceland $1 2524 $1 00 Ireland $0 9809 $1 00 Israei-Bez Not cover PalesUrnan Temtones $0 9998 $1 00 Ital Elba Island, San Manno, Vabcan C $0 7614 $1 00 Ja an $0 9745 $1 00 Korea, South $0 7101 $1 00 Laivia $0 9850 $1 00 Luxembou $0 8�6 $1 00 Macedonia $2 3663 $1 00 Madeira Islands $1 7609 $1 00 Martin� ue $1 6463 $1 00 Mexico $1 0836 $1 00 Monaco $0 9938 $1 00 Netheriands $0 5234 $1 00 New Zealand Chatham Islands $0 6820 $1 00 Norwa Jan Ma en, Svalbard Islands $0 6280 $1 00 Panama $0 7758 $1 00 Phdi ines � $10274 $100 Poland $0 9722 $1 00 OMR #N55756 (QLAGESZ) Page 26 OO CenturyLmk, Inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE'�" AGREEMENT INTERNATIONAL VOICE SERVICE EXHIBIT Portu al Azores, Madeira $1 7609 $1 00 Reurnon Island $1 4346 $1 00 Russia $1 6124 $1 00 San Manno $0 7614 $1 00 Sm a ore $0 5189 $1 00 Slovak Re ublic $1 6911 $1 00 South Afnca $1 3446 $1 00 Spam (Baleanc Island, Canary Isiands, Ceuta, $0 7742 $1 00 Meidla Isiands St Pierre 8� Mi uelon $1 4346 $1 00 Sweden $0 5796 $1 00 Switzerland Do not cover Liechtenstein $0 4289 $1 00 Ukraine $2 0061 $1 00 United IGngdom (England, Scotland, Wales, Northem Ireland, Isie of Man, Guemsey, Channel $0 6314 $1 00 Island Vatican C� $0 7614 $1 00 OMR #N55756 (QLAGES� Page 27 O CenturyLink, Inc All Rights Reserved FOR INFORMATIONAL PURPOSES ONLY v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT ISDN PRS, DSS ADVANCED OR UAS SERVICE EXHIBIT INDIVIDUAL CASE BASIS 1 General, Definitions In order to qualify for the pncing m the Pncang Attachment under this mdroidual case basis serv�ce exhibit ("Service Exhibit'�, Customer must order the total qrcwts indicated on the Pnc�ng Attachment for each state, for CenturyLmk QC Integrated Services Dig�tal Network Pnmary Rate Service ("ISDN PRS', or Digdal Switched Service ("DSS") �nnth "Advanced° or "Basic" trunks, or Urnform Access SoluUon Service ("UAS°) (individually and collectively refeRed to as the "Service") The Minimum Circuits must be installed within 30 days of the Effective Date ("Ramp Period"), unless an installation delay is caused by CenturyLmk, and must remain mstalled dunng the Term of this Agreement The circuits may be aggregated across CenturyLmk's local servmg areas in Anzona, Colorado, Idaho, lowa, Minnesota, Montana, Nebraska, New Mexico, North Dakota, Oregon, South Dakota, Utah, Washmgton and Wyoming CenturyLink wdl provide Service under the terms of the Agreement, Tariff, and this Serwce Exhibit CenturyLink may be requ�red to submit this Service Exhibit and any subsequent addenda for the Service to certam regulatory agenaes for approval because the rates and some terms in this Service Exhibit are being offered on an individual case basis ("ICB") The service speafic rates, and the terms and conditions m the Termination Section of this Service Exhibit ("iC6 Terms") require filing with or approval by regulatory agencies Although the generai terms and conditions of this Service Exhibit are effective on the Effective Date, the ICB Terms wdi not become effectrve for a given Junsdiction until the filing and approvai requirements for that �unsdiction are fulfilled The Service wdl be offered in accordance w�th the applicable Tanff untd the ICB Terms become effective If Customer receives reduced pnang under this Service Exhibit and a regulatory agency fater invalidates the ICB Terms after they had become effective, Customer wdl pay to CenturyLink any difference m the amounts listed m the applicable Tariff for the Serv�ce and the amounts Customer was charged for the Service When approved by the regulatory agenaes, Customer may add add�tional quantities of Services pursuant to the Service Changes Section under the same tertns and conditions w�th no further filing reqwred In the event a regulatory agency does not approve this Service Exhibit, the parties vinll enter into good faith negotiations to mutually resolve the fadure to receive the necessary approval This Serwce Exhibit �nnll remam in full force and effect for the Service in all other �unsdictions Other than the ICB Terms in this Service Exhibit, the Service wdl be govemed by (i) the Tariff applicable to the Service, and (o) to the extent a comparable Tanff term or condition does not apply to the Service, the terms and conditions set forth in this Service Agreement Cap�talized terms not defined herem are defined m the Agreement "Mirnmum Circwts° means the total circu�ts mit�ally ordered for all states, as shown on each state's Pnang Attachment "Mirnmum Service Penod° means 12 months from the Start of Sennce date "Pncing Attachment" means the document contaming Rates, Service Term and other IocaUon-specific mformat�on, which is �ncorporated by reference and made a part of th�s Service Exhibit "Rates" means the MRCs and NRCs for the Service "Service Term" means the term length for Service on the Pncmg Attachment(s), which wdl commence on the Start of Service date for the first Service added on the PnGng Attachment "Start of Service" means the effective bdl date of the service order to add Service to Custome�s account, as ewdenced by CenturyLmk records 2 Service Service is sub�ect to Tech Pub 77400 2 1 Service Descriptaon (a) ISDN PRS If Customer purchases ISDN PRS, CenturyLink wdl provide digital mtraLATA, intrastate, sw►tched local exchange telecommurncations service utdizmg ISDN PRS technology that transports and distnbutes voice, data, image, and facsimde commurncations separately or s�multaneousiy over the public, switched, local exchange network An ISDN PRS circwt includes a DS1 facdity, an ISDN PRS service configuration, and trunks ISDN PRS operates at 1 544 megabits per second (Mbps) ISDN PRS may be configured as 23 B channels and one D channel, 24 B channels only (24B), or 23 B channels and one back-up D channel (23B+BUD) Each B channel transmits voice or data at 64 kilobits per second (Kbps) The D channei cames signal�ng information at 64 Kbps (b) ISDN PRS-UAS If Customer purchases ISDN PRS, Customer may aiso setect Uniform Access Solution service as an optional feature as that service is defined m the Tariff under Pnmary Rate Service An ISDN PRS-UAS circuit provides digital service with single-number route index�ng, which inGudes a DS1 faGlity �nnth common equipment, and a network connection which provides for local exchange, toli network access Each DS1 faGlity utdizes channels �nfigured as (i) in-only trunking, or (u) twaway trunking (c) DSS If Customer purchases DSS, CenturyLink vinll provide Customer �nnth a Grcwt that includes a digitai DS1 facdity, common equipment to interconnect w�th CenturyLink's local exchange switchmg office and Advanced or Basic flat-usage trunks and DID trunk termination for access to the local exchange and toll networks DSS Advanced and Basic operates at a maximum speed of 1 544 Mbps (d) UAS If Customer purchases UAS, CenturyLmk �nnll provide Customer vinth a digital Grcuit vinth single-number route mdexing, which indudes a DS1 facdity with common eqwpment, and a network connection which prowdes for local exchange, toll network access Each DS1 fac�lity ut�l�zes channels configured as (i) in-only trunkmg, or (u) two-way trunking 2 2 Information Service Providers Customer represents and warrants that it (check one box) � IS NOT a provider of "information service," as that term �s defined in 47 U S C§153 (20) OMR #N55756 (QLAGES� Page 28 O CenturyLink, inc All Rights Reserved CONFIDENTIAL v1 081111 CEN7URYLINK LOYAL ADVANTAGE AGREEMENT ISDN PRS, DSS ADVANCED OR UAS SERVICE EXHIBIT INDIVIDUAL CASE BASIS ❑ IS a prowder of °mformaUon serwce,° as that tenn �s defined m 47 U S C§153 (20), and that ISDN PRS under this Service Exh�bit WILL NOT be used to provide information service to its Subscnbers, inGuding termmation or ongmation of Voice over Intemet Protocol ("VoIP") °Subscnbers" means any entity to wh�ch Customer provides mformation service If at any time dunng the Exhibit Term of this Sernce Exhibd this representation and warranty is no longer accurate, Customer agrees to notify CenturyLmk and execute an amendment to add the ISP Certfication Addendum ❑ IS a prowder of °informaUon serv�ce°, as that term is defined in 47 U S C§153 (20), and that ISDN PRS under this Agreement WILL be used to provide information serv�ce to its Subscnbers, includ�ng but not limited to termmation or onginat�on of Voice over Internet Protocol ("VoIP°) and therefore agrees to the additional terms and conditions set forth m the ISP Certification Addendum attached hereto and mcorporated here�n by reference "Subscnbers" means any entity to which Customer provides information serv�ce 2 3 Service Prov�ded (a) CenturyLink �nnll prov�de and mamtain the Service at the loca6ons speafied m the Pnang Attachment(s), and as requested on any subsequent order for Service or amendmeM to this Agreement (b) CenturyLink will noUfy Customer of the date Serwce is avadable for use In the event Customer informs CenturyLmk that it is unable or unwdling to accept Service at such time, the sub�ect Service vinli be held available for Customer for a penod not to exceed 30 business days from such date ("Grace Penod") if after the Grace Penod, Customer st�ll has not accepted Service, CenturyUnk may either (i) commence with regular monthly bdling for the sub�ect Serv�ce, or (u) cancel the sub�ect Service ►f Customer cance{s an order for Service prior to the date Service is available for use, or is unable to accept Service dunng the Grace Penod and CenturyLink cancels the Sennce at the end of the Grace Penod, the Tanff cancellation charges may appiy 2 4 Customer Responsibdibes for 911 Call Routing (a) Customer understands and acknowledges that the PBX's main number Automatic Number ldentrficaUon (ANI) may be forwarded to a Public Safety Answenng Point ("PSAP'� dunng a 911 call DID digits assigned to a PBX station may not be used for 911 calls unless an Automatic Locat�on Identification (ALI) record has been created for the DID number (b) Customers PBX must be capable of recogn¢ing "911" or "9911" digds as a oomplete diahng seguence, and routmg those cails as an outbound local call (c) Customer hereby agrees to release CenturyVnk from any liabdity d an incorred telephone number is forwarded to a PSAP as a result of PBX or ISDN PRS s�gnalmg parameters set by Customer 2 5 Service Changes (a) Moves Customer may move the physical location of all or part of a Service to another location w►thin a CenturyLink serving area, provided the following condiUons are met (i) Serwce moved to the new location is provided to Customer by CenturyLink, (u) Customer advises CenturyLmk that Service at the new locat�on replaces the ex�sting Serwce, (ui) Customes's request for d�sconnect�on of the existing Service and installation of the Service at the new location are received by CenturyLink on the same date, (w) Customer requests that CenturyLink install the Service at the new location on or pnor to the disconnection date of the ex�sting Service, and (v) Customer agrees to pay all applicable rate and charges for the requested move and Service at the new locat�on (b) Additions to Service Service may be added under a pnc�ng Attachment up to 12 months pnor to the expiration date its Serwce Term, at the MRCs speafied therein CenturyLink wdl supply such additions to Customer, sub�ect to the following conditions (i) the necessary facdities are avadable as determined by CenturyLink to prowde the Service, and (u) a new Mirnmum Service Penod �s established for each new addiUon to Service If the Service bemg added is not itemized in the Pnc�ng Attachment, Customer agrees to execute a wrdten amendment evidenang such add�on to Sennce (c) Additions Dunna Last 12 Months of Term Service ordered dunng the last 12 months of the Term must be added (a) pursuant to a new agreement that may include the existing Serv�ce, or (b) on a month-to-month basis at the rates m effect in the Tanff 2 6 Out-of�ervice Cred�t If CenturyLink ca�ses a Service irrterrupt�on, an out-0f-sernce credit vuill be calculated under the state local exchange Tar�ff If there is no applicable Tar�ff and the �nterrupfion lasts for more than 24 consecutive hours after CenturyLmk rece�ves notice of it, CenturyVnk vinll give Customer a credd calculated by diwdmg the MRC for the affeded Serwce by 30 days and mulUplying that dady rate by the number of days that Service was interrupted 2 7 Use of Service Customer represents and warrants that it v�nll use ISDN PRS and its optional features for commurncaUon purposes only If CerrturyLink determines that ISDN PRS or any optional feature is being used inappropnately, CenturyLmk may disconnect the ISDN PRS service or feature without noUce in acoordance wdh any applicabfe terminaUon prowsion of the Tanff, and the TerminaUon Charges specified in the TerminaUon section below may apply 3 Exhibit/Service Term, Terminabon 31 ExhibitlService Term This Service Exhibit �nnli begin on the Effective Date of the Agreement (or an amendment to the Agreement if Customer adds this Service Exhibd after the Effecbve Date of the Agreement) and v�nll continue unt�l the expiration or cancellation of the last to expire (or cancel) Service ("Exhibit Term") The Serwce Term for each Service wdl be mdicated on a Pncmg OMR #N55756 (QLAGESZ) Page 29 O CenturyLmk, Inc All Rights Reserved CONFIDENTIAL v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT ISDN PRS, DSS ADVANCED OR UAS SERVICE EXHIBIT INDIVIDUAL CASE BASIS Attachment Each Service ordered vinll have its own Mirnmum Service Penod Any Service installed for 12 consecutive months pnor to bemg added under a Pnang Attachment �nnll be deemed to have met the Mmimum Service Penod At the conGusion of the Service Term, the MRC wdl revert to the month-to-month rate in the Tanff, unless Service is renewed for a new Service Term on a Pricing Attachment or new agreement 3 2 Termination (a) Either party may termmate this Serv�ce Exhibit in acxordance vuith the applicable Tariff or for Cause Customer may disconnect the number of "Perm�tted Disconnects° indicated on the Pncing Attachment, �f any, wdhout mcumng a Termination Charge, provided that such Service has satisfied the reqwrements of the Minimum Service Penod before any termination may be effective If, pnor to the conGusion of the Service Term, Service is terminated in excess of the Permitted Disconnects, either by CenturyLmk for Cause or by Customer for any reason other than Cause, then Customer wdl also be liabie for 100% of the MRC for termmated Service in excess of the Permitted Disconnects times the number of months (or fraction thereofl remairnng (if any) in the Mirnmum Service Penod, and 50% of the MRC times the number of months (or fraction thereofl remairnng m the Serwce Term after the Minimum Service Penod ("Termmation Charge") If no Permitted Disconnects are indicated on the Pncing Attachment, Customer wdl pay the Termmation Charge for each arcud terminated, edher by CenturyLmk for Cause or by Customer for any reason other than Cause, prior to the Sernce Term (b) A Term�naUon Charge uwll be wawed when all of the follovinng condrdons are met (i) Customer discont�nues Service and signs a new service agreement(s) for any other CenturyLmk provided serv�ce(s), (u) the new service agreement(s) have a total value equai to or greater than 115% of the remainmg prorated value of the exist�ng agreement(s) (exGuding any speGal construction charges, applicable nonrecurring charges, or previously bdled but unpaid recurrmg and nonrecurnng charges), (ui) Customer places the orders to discontmue the Service and establish new service at the same time (within 30 calendar days of each other if service is in New Mexico), (iv) the new service(s) installaUon must be completed �nnthin 30 calendar days of disconnection of the Service, unless such installation delay �s caused by CenturyLink, and (v) a new mirnmum service penod, d applicable, goes into effect when the new service agreement term begins The waiver does not apply to changes between regulated and unregulated or enhanced products and services 3 Charges 4 1 Charges for the Service are as set fo►th m the Pricing Attachment Customer �nnll pay the total MRC and NRC for the Service specified m the Pnang Attachment For Service requested on any subsequent orders or amendments to th�s Agreement, Customer wdl also pay the total MRC and NRC speafied on the subsequent orders or amendmerrts The MRC for the Service is based on the then current Service Term set forth in the Pncing Attachment and �nnll not change dunng the Sennce Term prov�ded that the Mmimum C�rcuits are installed by the end of the Ramp Penod and the total arcu�ts do not drop below the IVlirnmum Circuds threshold if due to CustomePs request, acUons or fadure to act, the Minimum Circwts are not installed by the end of the Ramp Penod or drop below the Minimum Circwts threshold, CenturyLmk may ad�ust the pncing and Permitted Disconnects defined herein based on the actual number of circuits mstalled Such ad�usted pnGng wdl be effective immediately foliowing the rate ad�ustment The MRCs wdl be used to calculate Contnbutory Charges Customer wdl not be eligibie for any discounts or promotions other than those speGfically set forth herein Such promotions wdl not be effective unless the applicable promotion term sheet is appended to this Service E�chibit 4 2 If the MRCs herein are based upon Customer's intent to transfion DS1 faaldies to contraded DS3 or higher fac�lit�es ("Higher Fac�l�ty'� when avadable as indicated in a Pnang Attachment, Customer �nnll have ten busmess days from the date the conVacted Higher Faalrty is installed to migrate the Service corrtamed herein to the contracted Higher FaGlrty In the everrt Customers Sernce is not migrated, a pnGng ad�ustment �nnll be made to all DS1 faalfies in service The ad�ustrnent v�nll be retroacUve to the onginal installaUon date, as evidenced by CenturyLink records, and wdl be the difference between the rates prov�ded herein based on the faalifies nding a Higher FaGlity and the applicable rates for faaliUes not ndmg a Higher FaGi�ty 4 3 If Service is not avadable m CustomePs wire center, standard interoffice pnvate line mdeage charges ("Mileage MRC" and "Mdeage NRC°) for transport between switches wdl apply m addition to the rates and charges for the Service ATTENTION. FINAL EXECUTED AGREEMENT, THIS SERVICE EXHIBIT AND THE PRICING ATTACHMENT MUST BE FORWARDED TO THE APPROPRIATE STATE REGULATORY FILING MANACiER OMR #N55756 (QLAGESZ) Page 30 � CenturyLink, Inc All Rights Reserved CONFIDENTIAL v1 081111 CENTURYLINK LOYAL ADVANTAGE AGREEMENT ISDN PRS, DSS ADVANCED OR UAS SERVICE EXHIBIT INDIVIDUAL CASE BASIS FOR THE STATE OF WASHINGTON PRICING ATTACHMENT CITY OF BREMERTON Customer Service Tenn: 24 Months AQCB CoMract Number Type of Service USOC 8 MRCAine for NRC � 24 moMt� Term � PRS Voice/Data DS1 $365 00 $0 00 Higher FacOity Sernce Locabon (Yes or Total AARC includin C � State Circwt ID or BTN T of Service No r Locat�on 1025 Burwell PRS Voice/Data DS1 Bremerton, WA (USOC ) No 7 $350 00 345 6 Street, PRS Vo�ce/Data DS1 Bremerton, WA 98337 (USOC ) No 1 $350 00 7261 Belfair Valley Rd PRS Voice/Data DS1 , WA (USOC ) No 1 $350 00 Total Circuits 3 Pertnitted Disconnects 0 Totai MRC $7,050 00 OMR #N55756 (QLAGESZ) Page 31 � CenturyLink, Inc All Rights Reserved CONFIDENTIAL v1 080811