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<br />QWEST ISDN PRS/DSS FALL REDUCTION PROMOTION
<br />October 4,2004 - December 31,2004
<br />(THIS PROMOTIONAL OFFER IS NOT SUBJECT TO NEGOTIATION OR REVISION BY CUSTOMER)
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<br />Agreement Number: See Exhibit 1
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<br />This awest Corporation Promotion Agreement ("Agreement") is between Cass County ("Customer") and Qwest Corporation
<br />("awest") and is effective on the date awest signs it ("Effective Date"). awest will provide, and Customer will purchase, awest
<br />Integrated Services Digital Network Primary Rate Service ("ISDN PRS") and/or Digital Switched Service ("OSS") with "Advanced" or
<br />"Basic" trunks provided under this Agreement (individually and collectively referred to as "Service").
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<br />Any awest tariff, price list, price schedule, administrative guideline, and/or catalog (hereinafter, whether individually or together, "TarifF')
<br />applicable to the Service is incorporated into the Agreement by reference and made a part of the Agreement. awest may change the
<br />Tariff at any time and such change will be effective upon being included in the Tariff. The Service will be governed by: (a) the Tariff
<br />applicable to the Service; and (b) to the extent a comparable Tariff term or condition does not apply to the Service, the terms and
<br />conditions set forth in this Agreement. In the event of a conflict in any term or condition of any documents that govern the provision of
<br />the Service hereunder, the following order of precedence will apply in descending order of control: the Tariff, this Agreement, and
<br />awest records.
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<br />1. Scope.
<br />1.1 ISDN PRS. If Customer purchases ISDN PRS, awest will provide digital intraLA T A, intrastate, switched local exchange
<br />telecommunications service utilizing ISDN PRS technology that transports and distributes voice, data, image, and/or facsimile
<br />communications separately or simultaneously over the public, switched, local exchange network. ISDN PRS components include a
<br />DS1 facility, an ISDN PRS service configuration, and trunks as indicated on Exhibit 1, which is incorporated herein by this reference.
<br />ISDN PRS operates at 1.544 megabits per second (Mbps). ISDN PRS may be configured as 23 B channels and one 0 channel, 24 B
<br />channels only (24B), or 23 B channels and one back-up 0 channel (23B+BUD). Each B channel transmits voice or data at 64 kilobits
<br />per second (Kbps). The D channel carries signaling information at 64 Kbps.
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<br />1.2 ISDN PRS-UAS. If Customer purchases ISDN PRS, Customer may also select Uniform Access Solution service as an
<br />optional feature as that service is defined in the Tariff under Primary Rate Service. ISDN PRS-UAS is digital service with single-number
<br />route indexing, which includes a DS1 facility with common equipment, and a network connection which provides for local exchange, toll
<br />network access. Each DS1 facility utilizes the channels configured as: (a) In-only trunking; or (b) Two-way trunking.
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<br />1.3 DSS. If Customer purchases DSS, awest will provide Customer with the use of (a) a digital DS1 facility, as indicated on
<br />Exhibit 1; (b) common equipment to interconnect with awest's local exchange switching office; and (c) advanced or basic flat usage
<br />trunks and DID trunk termination for access to the local exchange and toll networks. DSS Advanced and Basic operates at a maximum
<br />speed of 1.544 Mbps.
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<br />1.4 If Customer is a Voice over Internet Protocol ("VoIP") provider, Customer represents and warrants that Service will not be used
<br />to terminate or originate VolP calls with ISDN PRS. If at any time during the Term of this Agreement this representation and warranty is
<br />no longer accurate, Customer agrees to notify awest and execute a new agreement.
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<br />2. Term.
<br />2.1 This Agreement will expire 36 months from the date Service is available to Customer under this Agreement, as evidenced by
<br />awest records ("Term"). The Minimum Service Period for Service is 12 months from the date Service is available for use ("Minimum
<br />Service Period"). Any Service installed for 12 consecutive months prior to the Effective Date of this Agreement will be deemed to have
<br />met the Minimum Service Period.
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<br />2.2 Should awest continue to provide Service after this Term without a further agreement, the service charges will convert to the
<br />applicable month-to-month rate under the terms and conditions of the applicable Tariff, or in its absence, this Agreement.
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<br />3.
<br />3.1
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<br />Service Provided.
<br />awest will provide and maintain the Service at the locations and in the quantities specified in Exhibit 1.
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<br />3.2 awest will notify Customer of the date Service is available for use. In the event Customer informs awest that it is unable or
<br />unwilling to accept Service at such time, the subject Service will be held available for Customer for a period not to exceed 30 business
<br />days from such date ("Grace Period"). If after the Grace Period, Customer still has not accepted Service, awest may either: (a)
<br />commence with regular monthly billing for the subject Service; or (b) cancel the subject. If Customer (c) cancels an order for Service
<br />prior to the date Service is available for use, or (d) is unable to accept Service during the Grace Period and awest cancels the Service
<br />at the end of the Grace Period, the cancellation charges set forth in the Tariff may apply.
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<br />4. Charges and Billing.
<br />4.1 Customer will pay the total monthly recurring charges ("MRC") and nonrecurring charges ("NRC") specified in Exhibit 1. The MRC
<br />will not change during the Term of the Agreement. Customer must pay awest all charges by the date on the invoice. Any amount not paid
<br />when due will be subject to a late charge as specified by the Tariff, or if there is no such late charge specified in the Tariff, the amount due
<br />will be subject to late interest at the lesser of the rate of 1 Y2% per month or the highest rate permitted by applicable law. Customer must also
<br />pay awest any applicable Taxes assessed in connection with Customer's Service. "Taxes" means federal, state and local taxes,
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<br />Copyright @ 2004 awest. All Rights Reserved.
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<br />PRS/DSS Fall Promo
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