agreement - PSC

AGREEMENT Effective as of January 16, 2001 by and between PNG TELECOMMUNICATIONS, INC. D/B/A POWERNET GLOBAL COMMUNICATIONS and VERIZON NORTH INC., F/K/A GTE NORTH INCORPORATED FOR THE STATE OF WISCONSIN
TABLE OF CONTENTS AGREEMENT 1 1. The Agreement 1 2. Term and Termination 1 3. Glossary and Attachments 2 4. Applicable Law 2 5. Assignment 3 6. Assurance of Payment 3 7. Audits 4 8. Authorization 5 9. Billing and Payment; Disputed Amounts 5 10. Confidentiality 6 11. Counterparts 8 12. Default 8 13. Discontinuance of Service by PowerNet 8 14. Dispute Resolution 9 15. Force Majeure 9 16. Forecasts 10 17. Fraud 10 18. Good Faith Performance 10 19. Headings 10 20. Indemnification 10 21. Insurance 12 22. Intellectual Property 13 23. Joint Work Product 14 24. Law Enforcement. 14 25. Liability 14 26. Network Management 16 27. Non-Exclusive Remedies 16 28. Notice of Network Changes 17 29. Notices 17 30. Ordering and Maintenance 18 31. Performance Standards 18 32. Point of Contact for PowerNet Customers 18 33. Predecessor Agreements 19 34. Publicity and Use of Trademarks or Service Marks 19 35. References 19 36. Relationship of the Parties 20 37. Reservation of Rights 20 38. Subcontractors 21 39. Successors and Assigns 21 40. Survival 21 41. Taxes 21 42. Technology Upgrades 23 43. Territory 23 44. Third Party Beneficiaries 24 45. 251 and 271 Requirements 24 46. 252(i) Obligations 24 47. Use of Service 25 48. Waiver 25 49. Warranties 25 50. Withdrawal of Services 25 GLOSSARY 28 1. General Rule 28 2. Definitions 28 ADDITIONAL SERVICES ATTACHMENT 41 1. Alternate Billed Calls 41 2. Dialing Parity - Section 251(b)(3) 41 3. Directory Assistance (DA) and Operator Services 41 4. Directory Listing and Directory Distribution 41 5. Information Services Traffic 44 6. Intercept and Referral Announcements 45 7. Originating Line Number Screening (OLNS) 45 8. Operations Support Systems (OSS) 45 9. Poles, Ducts, Conduits and Rights-of-Way 51 10. Telephone Numbers 52 INTERCONNECTION ATTACHMENT 53 1. General 53 2. Points of Interconnection (POI) and Trunk Types 53 3. Alternative Interconnection Arrangements 58 4. Initiating Interconnection 58 5. Transmission and Routing of Telephone Exchange Service Traffic 59 6. Trunking Measurement and Billing over Local Interconnection Trunks 60 7. Reciprocal Compensation Arrangements - Pursuant to Section 251(b)(5)
61 8. Transmission and Routing of Exchange Access Traffic 64 9. Meet-Point Billing Arrangements 64 10. Toll Free Service Access Code (e.g., 800/888/877) Traffic 67 11. Tandem Transit Traffic 69 12. Number Resources, Rate Centers and Routing Points 70 13. Joint Network Implementation and Grooming Process; and Installation,
Maintenance, Testing and Repair 70 14. Number Portability - Section 251(B)(2) 72 RESALE ATTACHMENT 76 1. General 76 2. Use of Verizon Telecommunications Services 76 3. Availability of Verizon Telecommunications Services 77 4. Responsibility for Charges 77 5. Operations Matters 77 UNBUNDLED NETWORK ELEMENTS (UNEs) ATTACHMENT 79 1. General 79 2. Verizon's Provision of UNEs 80 3. Loop Transmission Types 81 4. Line Sharing 87 5. Sub-Loop 92 6. Inside Wire 95 7. Dark Fiber 97 8. Network Interface Device 99 9. Unbundled Switching Elements 100 10. Unbundled Interoffice Facilities 101 11. Signaling Networks and Call-Related Databases 101 12. Operations Support Systems 103 13. Availability of Other UNEs on an Unbundled Basis 103 14. Maintenance of UNEs 104 15. Rates and Charges 105 16. Combinations 105 COLLOCATION ATTACHMENT 106 1. Verizon's Provision of Collocation 106 2. PowerNet 's Provision of Collocation 106 911 ATTACHMENT 107 1. 911/E-911 Arrangements 107 2. Electronic Interface 107 3. 911 Interconnection 108 4. 911 Facilities 108 5. Local Number Portability for use with 911 108 6. PSAP Coordination 108 7. 911 Compensation 108 8. 911 Rules and Regulations 108 PRICING ATTACHMENT 110 1. General 110 2. Verizon Telecommunications Services Provided to PowerNet for Resale
Pursuant to the Resale Attachment 110 3. PowerNet Prices 112 4. Section 271 112 5. Regulatory Review of Prices 112 APPENDIX A TO THE PRICING ATTACHMENT 113
AGREEMENT PREFACE This Agreement ("Agreement") is effective as of January 16, 2001 (the
"Effective Date"), between PNG Telecommunications, Inc. d/b/a PowerNet
Global Communications ("PowerNet "), a Corporation organized under the laws
of the State of Ohio, with offices at 4839 Business Center Way, Cincinnati,
Ohio 45246 and Verizon North Inc., f/k/a GTE North Incorporated
("Verizon"), a corporation organized under the laws of the State of
Wisconsin with offices at 8001 West Jefferson, Fort Wayne, Indiana 46804. In consideration of the mutual promises contained in this Agreement, and
intending to be legally bound, Verizon and PowerNet hereby agree as
follows:
The Agreement
1 This Agreement includes: (a) the Principal Document; (b) the Tariffs of
each Party applicable to the Services that are offered for sale
by it in the Principal Document (which Tariffs are incorporated
and made a part hereof this Agreement by reference); and, (c) an
Order by a Party that has been accepted by the other Party.
2 Conflicts among provisions in the Principal Document, Tariffs, and an
Order by a Party which has been accepted by the other Party,
shall be resolved in accordance with the following order of
precedence, where the document identified in subsection "(a)"
shall have the highest precedence: (a) the Principal Document;
(b) the Tariffs; and, (c) an Order by a Party that has been
accepted by the other Party. The fact that a provision appears
in the Principal Document but not in a Tariff, or in a Tariff
but not in the Principal Document, shall not be interpreted as,
or deemed grounds for finding, a conflict for the purposes of
this Section 1.2.
3 This Agreement constitutes the entire agreement between the Parties on
the subject matter hereof, and supersedes any prior or
contemporaneous agreement, understanding, or representation, on
the subject matter hereof. Except as otherwise provisioned in
the Principal Document, the Principal Document may not be waived
or modified except by a written document that is signed by the
Parties. Subject to the requirements of Applicable Law, a Party
shall have the right to add, modify, or withdraw, its Tariff(s)
at any time, without the consent of, or notice to, the other
Party.
Term and Termination
1 This Agreement shall be effective as of the Effective Date and, unless
cancelled or terminated earlier in accordance with the terms
hereof, shall continue in effect until January 15, 2003 (the
"Initial Term"). Thereafter, this Agreement shall continue in
force and effect unless and until cancelled or terminated as
provided in this Agreement.
2 Either PowerNet or Verizon may terminate this Agreement effective upon
the expiration of the Initial Term or effective upon any date
after expiration of the Initial Term by providing written notice
of termination at least ninety (90) days in advance of the date
of termination.
3 If either PowerNet or Verizon provides notice of termination pursuant to
Section 2.2 and on or before the proposed date of termination
either PowerNet or Verizon has requested negotiation of a new
interconnection agreement, unless this Agreement is cancelled or
terminated earlier in accordance with the terms hereof
(including, but not limited to, pursuant to Section 12), this
Agreement shall remain in effect until the earlier of: (a) the
effective date of a new interconnection agreement between
PowerNet and Verizon; or, (b) the date one (1) year after the
proposed date of termination.
4 If either PowerNet or Verizon provides notice of termination pursuant to
Section 2.2 and by 11:59 PM Eastern Time on the proposed date of
termination neither PowerNet nor Verizon has requested
negotiation of a new interconnection agreement, (a) this
Agreement will terminate at 11:59 PM Eastern Time on the
proposed date of termination, and (b) the Services being
provided under this Agreement at the time of termination will be
terminated, except to the extent that the Purchasing Party has
request