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Home My WebLink About20131025.tiffCENTURYLINK LOYAL ADVANTAGE® AGREEMENT This CenturyLink Loyal Advantage Agreement ("Agreement') is between Qwest Communications Company, LLC dlb/a Centurytink C1CC, including its subsidiaries (*Centurylink") and WELD COUNTY - CO ("Customer') and is effective on the date the last party signs it ("Effective Date"). Centurytink reserves the right to withdraw this offer if Customer does not execute and delver the Agreem ent to CenturyLink before June 7, 2013. Using CenturyLink's electronic signature process for the Agreement is acceptable.. CUSTOMER: WELD COUNTY - CO Authorized Signature William F. Garcia Name Typed or Printed Chair, Board of Weld County Title APR 2 9 2013 QWEST COMMUNICATIONS COMPANY, LLC D/B/A CENTU.RYLINK QCC 7 (42'61 Au6iorizied Signature N./L 7".-CS2 �.C F.C, Name Typed or Printed Commissioners A/1144 -,,a‘; -- Title Date `V.:2 -.)/r Date Customer's Address for Notices: 1401 N 17th Ave., Greeley, CO 80631; Customer's Facsimile Number: (970) 352 - 0242 Person Designated for Notices: Susan Quick 1. Services. Customermay purchase the products and services ("Services") in service eibits ("Service Exhibits") attached to the Agreement The parties agree that any notation to the "CenturyLink Total Advantage T" Agreement" on the Service Exhibits will b e disregarded and such exhibits will be governed by the Agreement. The Service Exhibits attached to the Agreement as of the Effective Date and incorporated by this reference are shown below • Domestic CenturyLink IQT" Networking Service Exhibit ▪ Local Access Service Exhibit 2. Term. Customer has selected an "Initial Term" of the Agreement of three years (Code: 600053). At the end of the Initial Term, this Agreement will automatically renew for consecutive renewal periods equal to the Initial Term (a "Renewal Term") if not terminated earlier in accordance with this Agreement The initial Term and each Renewal Term are referred to as the "Term." 3. Rates. Unless specified otherwise in a Service Exhibit, Services will receive the applicable rates specified in a Service Exhibit valid Order Form, or Centurytink-approved quote form, for the duration of the Initial Term. CenturyLink reserves the right to modify rates after the conclusion of each Service's minmum service period upon not less than 30 days' prior written notice to Customer; provided that CenturyLink may reduce the foregoing notice period or modify rates or discounts prior to the condusion of the minimum service period, as necessary, if such modification is based upon Regulatory Activity. Centurytink also reserves the right to modify rates when the Agreement renews to the rates that are in effect at that time. If Regulatory Activity causes an increase in the rates for Customer~; ordered Services that materially and adversely affects Customer, then Customer may terminate the affected Service upon 30 days' prior written notice to CenturyLink without liability for Cancelation Charges for the affected Service, provided, however that Customer: (a) provides such notice within 30 days after the increase occurs; and (b) provides Centurytink 30 days to are such increase. tf Customer does not provide CenturyLink such notice during the time permitted in this Section, Customer will have waived its right to terminate the affected Service under this Section. 4. Payment. Centurytink may begin invoicing for specific Services as specified in the applicable Service Exhibit. Customer must pay CenturyLink all charges within 30 days after the invoice date. Any amount not paid when due is subject to late interest 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 CenturyLink any applicable Taxes assessed in connection with Services. Taxes may vary and are subject to change. If Customer s exempt from any Tax, it must provide CenturyLink with an appropriatelycompleted and valid Tax exemption certificate or other evidence acceptable to CenturyLink. Centurytink is not required to issue any exemption, credit or refund of any Tax payment for usage before Customer's submission of valid evidence of exemption. Customer may access its invoices and choose paperless invoices onine through CenturyLink Control Center located at controlcenter.centurylink.com. If Customer does not choose paperless invoices through Control Center, CenturyLink may in its discretion assess a $15 MRC for each full paper invoice provided to Customer or a $2 MRC for each summarylremit only (where available) paper invoice provided to Customer. Those charges will not apply to an invoice that is not available through Control Center. CenturyLink reserves the right to charge administrative fees when Customer's payment preferences deviate from CenturyLink's standard practices. 5. Confidentiality. Except to the extent required by an open records act or similar law, neither party will, without the prior written consent of the other party. (a) disclose any of the terms of the Agreement; or (b) disdose or use (except as expressly permitted by, or required to achieve the purposes of, the Agreement) the Confidential Information of the other party. Each party will use reasonable efforts to protect the other's Confidential Information, and will use at least the same efforts to protect such Confidential Information as the party would use to protect its own. CenturyLinks consent may only be given by its Legal Department. A party may disclose Op ID #: 51519370 Page 1 of 24 © Centurytink, Inc. AJI Rights Reserved Contract Code: 600053 CONFIDENTIAL CGT v1.042512 2013-1025 Cmee),A,?) CENTURYLINK LOYAL ADVANTAGE"' AGREEMENT Confidential Information if required to do so by a governmental agency, by operation of law, or if necessary in any proceeding to establish right or obligations under the Agreement 6- CPNI. CenturyLink 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 services divisions), and with businesses acting on CenturyLink's behalf, to determine if Customer could benefit from the wide variety of CenturyLink product and services, and in it marketing and sales activities. Customer may withdraw its authorization at any time by informing CenturyLink in writing. Customers decision regarding CenturyLink's use of CPNI will not affect the qualityof service CenturyLink provides Customer. 7. Use of Name and Marks. Neither party will use the name or marks of the other party or any of its Affiliates for any purpose without the other party s prior written consent. CenturyLink's consent may only be given by its Legal Department. 8. Disclaimer of Warranties. 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. Limitations of Liability. The remedies and limitations of liability for any claims arising between the parties are set forth bebw. 9.1 Consequential Damages. NEITHER PARTY OR ITS 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 darns related to Service deficiencies or interruptions, Customer's exclusive remedies are limited to: (a) those remedies set forth in the SLA for the affected Service or (b) the total ARCS or usage charges paid by Customer for the affected Service in the one month immediately preceding the event giving nse to the claim if an SLA does not exist for the affected Service. 9.3 Personal Injury; Death; Property Damages. For claims arising out of personal injury or death to a party's employee, or damage to a party's real or personal property, that are caused by the other partys negligence or wilful misconduct in the performance of the Agreement, each party's liability, to the extent permitted by law, is kmited to proven direct damages. 9.4 Other Direct Damages. For al other dawns arising out of the Agreement, each partys maximum lability will not exceed in the aggregate the total MRCS and usage charges paid by Customer to CenturyLink under the Agreement in the three months immediate' y preceding the event giving rise to the claim ("Damage Cap"). The Damage Cap will not apply to a partys obligations under the Responsibilities Section below or Customer's payment obligations under the Agreement 10. Responsibilities. To the extent permitted under law, each party agrees to be responsible to the other party, its Affiliates, agent, and contractors against all third party claims for damages, liabilities, or expenses, including reasonable attorneys' fees, arising directly from performance of the Agreement and related to personal injury or death, or damage to personal tangible property that is alleged to have been causal by the negligence or willful misconduct of the responsible party. To the extent permitted under law, Customer also agrees to be responsible for all third party claims for damages, liabilties, or expenses, including reasonable alorneys' fees against CenturyLink, it Affiliates, and contractors, related to the modification or resale of the Services by Customer or End Users, or any AJP violation. 11. Termination. 11.1 Service. Either party may terminate an indvidual Service or a Service Exhibit (a) in accordance with the indvidual Service Exhibits term requirement with 60 days' prior written notice to the other party, or (b) for Cause. If Service or a Service Exhibit is terminated by Customer for Convenience or by CenturyLink for Cause, then Customer will pay Cancellation Charges. 11.2 Agreement. Either party may terminate the Agreement and all Services by (a) providing written notice to the other party of its intention not to renew the Agreement at least 60 days prior to the expiration of the then current Term or (b) for Cause. Cause to terminate an individual Service Exhibit will not constitute Cause to terminate the Agreement; rather, Cause to terminate the entire Agreement for Service -related daims will exist only if Customer has Cause to terminate all or substantially all of the Services under the applicable SLA, Service Exhibit, RSS or Tariff. If the Agreement is terminated by Customer for Convenience or by CenturyLink for Cause prior to the conclusion of the Term, then Customer will pay the higher of: (c) the Early Termination Charge or (d) the total Cancellation Charges that apply for terminating all CenturyLink Services at the time the Agreement is terminated. 11.3 Unpaid Charges. Customer will remain liable for charges accrued but unpaid as of the termination date. 12. Non -Appropriations. Customer intends to continue this Agreement for its entire Term and to satisfy its obligations hereunder. For each fiscal period for Customer: (a) Customer agrees to include in it budget request appropriations sufficient to cover Customer's obligations under this Agreement; (b) Customer agrees to use all reasonable and lawful means to secure these appropriations , including but not limited to applying for Universal Service Fund Discounts as described in the Federal Communications Commission Docket No. 96-45; (c) Customer agrees it will not use non -appropriations as a means of terminating this Agreement in order to acquire functionally equivalent product or services from a third party. Customer reasonably believes that sufficient funds to discharge its oblige lions can and will lawfully be appropriated and made available for this purpose. In the event that Customer is appropriated insufficient funds, by appropriation, appropriation limitation or grant, to continue payments under this Agreement and has no other funding source lawfully available to it for such purpose (as evidenced by notarized document provided by Customer and agreed to b y CenturyLink), Customer may terminate this Agreement without incurring an Early Termination Charge or Cancellation Charges by giving CenturyLink not less Op ID #: 51519370 Contract Code: 600053 Page 2 of 24 g CenturyLink, Inc. All Right Reserved CONRDENTIAL COT v1.042512 CENTURYLINK LOYAL ADVANTAGE" AGREEMENT than 30 days' prior written notice. Upon termination and to the extent of lawfully available funds, Customer will remit al amounts due and all costs reasonably incurred by Centurytink through the date of termination. 13. Miscellaneous. 13.1 General. The Agreements benefits do not extend to any third party (e.g., an End User). If any term of the Agreement is held unenforceable, the remaining terms will remain in effect. Except for time requirements as s pecifically s fated in a Service Exhibit or SLA neither partes failure to euerese any right or to insst upon strict performance of any provision of the Agreement is a waiver of any right under the Agreement. The terms and conditions of the Agreement regarding confidentiality, the Responsibilities Section, limitation of liability, warranties, payment, dispute resolution, and all other teams of the Agreement that should by their nature survive the termination of the Agreement will survive. Each party is not responsible for any delay or other failure to perform due to a Force Majeure Event. 13.2 Conflicts Provision. If a conflict exests among provisions within the Agreement, the fdlaving order of precedence will apply in descending order of control: Service Dthi bit, the Agreement, and any Order Form. If Services are provided pursuant to a Tariff, RSS, or ISS as described in the applicable Service Exhibits, the order of precedence will apply in the following descending order of control: Tariff, Service Exhibit, the Agreement, RSS, ISS, and Order Form. 13.3 Independent Contractor. Centurytink provides the Services as an independent contractor. The Agreement will rot create an employer -employee relationship, association, pint venture, partnership, or other form of legal entity or business enterprise between the parties, their agents. employees or affiliates. 13.4 ARRA Customer will not pay for the Services with finds obtained through the American Recovery and Reinvestment Ad or other similar stimulus grants or loans that would obligate Centurytink to provide certain information or perform certain functions unless each of those obligations are explicitly identified and agreed to by the parties in the Agreement or in an amendment to the Agreement 13.5 HIPAA. Centurytink does not require or intend to access Customer data in its performance hereunder, indudmg but not trailed to any confidential health related information of Customer's clients, which may include group health plans, that constitutes Protected Health Information ("PHI"), as defined in 45 C.F. R. §160.103 under the Health Insurance Portability and Accountability Act of 1996 ('HIPAA Rules"). Any exposure to PHI wit be random, infrequent and incidental to Centurytink's provision of Service and is not meant for the purpose of accessing, managing the PHI or creating or maripdating the PHI. Such errposure is albwable under 45 CFR 164.502(ax1)Qii). As such, if Customer s a Covered Entity or Health Care Provider under the HIPAA Rules or support the health care industry, CenturyLink and Customer agree that CenturyLink is not a 'Business Assodate' or "Covered Entity' under the HIPAA Rules for the purposes of the Agreement 13.6 Installation, Maintenance and Repair (a) Provision of Services is subject to availability of adequate capacity and CenturyLink's acceptance of a complete Order Form. (b) Customer will reasonably cooperate with Centurytink or its agents to install, maintain, and repair Services. Customer will provide or secure at Custormer$ expense appropriate space and power; and rights or licenses if Centurytink mist access the building of Customer's premises to install operate, or maintain Service or associated Centurytink equipment. Centurytink may refuse to install, maintain, or repair Services if any condition on Customer's premises s unsafe or likelyto cause injury. (c) Customer is responsble for any facility or equipment repairs on Customers side of the demarcation point. Customer may request a technician dispatch for Service problems. Before dispatching a technician. Centurytink wit notify Customer of the dispatch fee. Centurytink will assess a dispatch fee if it determines the problem is on Customer's side of the demarcation point or was not caused by CenturyLink's facilities or equipment on CenturyLink's side of the demarcation point 13.7 Governing Law; Dispute Resolution. (a) Billing 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 Centurytink with a written explanation of the reasons fo r Customer's dspute of the charge within 90 days after the invoice date of such amount. If CenturyLink determines, in it good faith, that the disputed charge is valid, CenturyLink will notify Customer and within five business days alter Centurytink's notification. Customer must pay the charge and accrued interest. (b) Governing Law; Forum. The Agreement will be governed by the laws of the State in which the Customer's principal office is located without regard to its choice of law principles. Any legal proceeding relating to the Agreement will be brought in a U.S. District Court, or absent federal jurisdiction, in a state court of competent jurisdiction, in Denver, Colorado. (c) Waiver of Jury Trial and Class Action. Each party, to the extent permitted by law, knowingly, voluntarily, and intentionally waives its right to a jury trial and any right to pursue any claim or action relating to the Agreement on a class or mrsdidated basis or in a representative capacity. If for any reason the jury trial waiver is held to be unenforceable, the partagree to binding arbitration for any dispute relating to the Agreement under the Federal Arbitration Act, 9 U.S.C. § 1, et. seq. The arbitration will be conducted in accordance with the JAMS Comprehensive Arbitration Rules. Judgment upon the arbitration award may be entered in any court having jurisdiction. (d) Limitations Period. Any claim relating to the Agreement must be brought within two years after the claim arses other than Customer disputing an amount in an invoice, which must be done by Customer within 90 days after the invoice date of the disputed amount. 13.8 No Resale; Compliance. Customermust not resell the Service* and its use of Services must coon ply with all applicable laws. Op ID #:51519370 Contract Code: 600053 Page 3 of 24 ©CenturyLink, Inc. AI Rights Reserved CONRDENTIAL CGT v1.042512 CENTURYLINK LOYAL ADVANTAGE" AGREEMENT 13.9 Assignment. Either party may assign the Agreement without the other partys prior written consent (a) in connection with the sale of all or substantially all of its assets: (b) to the surviving entity in any merger or consolidation; or (c) to an Aff hate provided such party gives the other party 30 days' prior written notice. My assignee of the Customer must have a financial standing and creditworthiness equal to or better than Customer's, as reasonablydetermined by CenturyLink, through a generally accepted, third party credit rating index (i.e. D&B, S&P, etc.). My other assignment wit require the prior written consent of the other party. 13.10 Amendments; Changes. The Agreement may be amended only in a writing signed by both parties' authorized representatives. Each party may, at any time, reject any handwritten change or other alteration to the Agreement. Centurytink may change features or functions of it Services; for material changes that are adverse to Customer, Centurytink will provide 30 days' prior written notice, but may provide a shorter notice period if the change is based on Regulatory Activity. Centurytink may amend, change, or withdraw the Tariffs, RSS, ISS or AUP, with such updated Tariffs, RSS, ISS or AUP effective upon posting or upon idfillment of any necessary regulatory requirem ents. 13.11 Websites. References to websries in the Agreement indude anysuccessorwebsites designated by Centurytink. 13.12 Required Notices. Unless provided otherwise in the Agreement, all required notices to Centurytink must be in writing, sent to 1801 California St., #900, Denver, CO 80202; Fax 888-778-0054; Attn.: Legal Dept., and to Customer as provided above. Al notices are effective: (a) when delivered via overnight courier mail or in person to the recipient named above; (b) three business days after mailed via regular U.S. Mail; or (c) when delivered byfax if duplicate notice is also sent by regular U.S. Mail. 13.13 Service Termination Notices. Customer's notice of termination for CenturyLink QCC Services must be sent via mail, facsimile or e-mail to: Centurytink, Attn.: Dublin Service Center, GBM Disconnects, 4650 Lakehurst, 2n° Floor Disconnect Center, Dublin, OH 43017, Fax: 866.887.6633, e-mail: GBMdisconnectsegwesLcom. Such termination is effective 30 days after CenturyLink's receipt of the notice, unless a longer period is otherwise required. For Services under the Select Advantage Service Exhibit, Customer m ust call the customer care number spedfied on Customer's invoice to provide notice of termination. 13.14 Entire Agreement. The Agreement (including any appicable Service Exhibit, Centurytink accepted Order Forms, and all referenced doament) constitutes the entire agreement between the parties and supersedes all prior oral or written @greenants or understandings relating to the same service, ports, or circuits at thesame locations as covered under the Agreement. 14. Definitions. 'Affiliate" means any entity controlled by, controlling, or under common control with a party. 'AUP" means the Acceptable Use Policy incorporated by this reference and posted at owest.centurvink,com/legal/. 'Cancellation Charge" means the cancellation charge described in the applicable Service Exhibit and charges incurred by Centurytink from a third parry provider as a result of an early termination. 'Cause" means the failure of a party to perform a material oblgaton under the Agreement, which failure is not remedied: (a) for payment defaults by Customer, within five days of separate written notice from CenturyLink of such default; or (b) for any other material breach. within 30 days after written notice. "Confidential Information' means any information that is not generally available to the pubic, whether of a technical, business, or other nature, (including CPNI), and that: (a) the receiving party knows or has reason to know is confidential, proprietary, or trade secret information of the disclosing party, or (b) is of such a nature that the receiving party should reasonably understand that the disclosing party desires to protect the information from disclosure. Confidential Information will not indude information that is in the public domain through no breath of the Agreement by the receiving party or is already known or is independentlydeveloped by the receiving party. "Convenience" means any reason other than for Cause. "CPE" means any customer equipment, software, and/or other materials of Customer used in connection with the Service. "CPNI' means Customer Proprietary Network Information, which includes confidential account, usage, and billing -related information about the quantity, technical configuration, type, destination, location, and amount of use of a mstomer's telecommunications services. CPNI reflects the telecommunications product, services, and features that a customer subscrioes to and the usage of such services. including call detail information appearing in a bill. CPNI does not include a cus tomer5 name, address, or telephone numb er. "Early Termination Charge' means an amount equal to 35% of the average monthly charges billed under this Agreement through the date of termination multiplied by the number of months remaining in the Term. "End User" means Customer's members, end users, customers, or any other third parties who use or access the Services or the Centurytink network via the Services. "Force Majeure Event" means an unforeseeable event beyond the reasonable control of that party, including without limitation: act of God, fire, explosion, lightning, hurricane, labor dispute, cable cuts by third parties, acts of tenor, material shortages or unavailability, government laws or regulations, war or civil disorder, or failures of suppliers of goods and services. "ISS" means Centurytink's Information Services Schedule incorporated by this reference and pasted at htto://www.centunAink.com/tanffs/occ info services .pdf. "MRC" means monthly recurring charge. "NRC"means nonrecurring charge. "Order Form" includes both order request forms and quotes issued by CenturyLink. If a Centurytink service requires a quote to validate the Order Form pricing, the quote will take precedence over the order request form, but not over the Service Exh,bit. Op ID #:51519370 Contract Code: 600053 Page 4 of 24 ©CenturyLink. Inc. All Right Reserved CONFIDENTIAL CGT v1.042512 CENTURYLINK LOYAL ADVANTAGE" AGREEMENT "Regulatory Activity,' is a regulation or ruling by any regulatory agency, legislative body or court of competentjurisdicton. "RSS" means as applicable Centurytinks Rates and Services Schedules incorporated by this reference and posted at htto://www.centurytinktom/tariffsficc 0cc ixc rss no 2.odf for CenturyLink's International RSS and at http://www.centuMink.comttarifk/fcc 0cc ixc rss no 3.odf for CenturyLinks Interstate RSS. "SLA" means the service level agreement applicable to a Service as described in a Service E,dribit. "State" means one of the 50 states of the United States or the District of Columbia. "Tariff' includes as applicable: CenturyLink state tariffs, price list, price schedules, admvrstrahve guidelines, catalogs, and rate and term schedules incorporated by this reference and posted at http://www.centurylink.comitariffs. "Tait' or "Taxes" means foreign, federal, state, and local excise, gross receipt, sales, use, privilege, or other tax (other than net income) row or in the future imposed by any governmental entity (whether such Taxes are assessed by a governmental authority directly upon CenturyLink or the Customer) attributable or measured by the sale price or transaction amount, or surcharges, fees, and other similar charges that are required or permitted to be assessed on the Customer_ These charges may include state and federal Carrier Universal Service Charges, as well as charges related to E911, and Telephone Relay Service. Op ID #:51519370 Contract Code: 600053 Page 5 of 24 © CenturyLink, Inc. All Right Reserved CONRDENTIAL CGT v1O42512 CENTURYLINC LOYAL ADVANTAGE.' AGREEMENT DOMESTIC CENTURYLINK IQ's NETWORKING SERVICE EXHIBIT 1. General. CenturyLink QCC will provide Domestic Centurytink IQ® Networking Service ("Service') under the terms of the Agreement and this Service Exhibit. 2. Service_ 2.1 Description. Service is a data, IP, and a network management solution that is designed for connectivity between Customer's sites or public Internet connectivity. Service includes ports ("Port") features, and network management capabiities. The rate of data transmission and features vary based on the type of Port ordered. Service does not indude local access or customer premses equipment ("CPE"), which maybe separately purchased from CenturyLink. 2.2 Ports. Centurytink offers Service in a variety of speeds and in the following three Port typos: (a) Internet Port. Internet Port provide public Internet connectivity. If Customer uses frame relay local access to an Internet Port Customer can burst beyond the applicable committed information rate to full Port speed based upon bandwidth availability. (b) Private Port Private Ports provide WAN connectivity between Customer sites. Customer may allocate Private Port traffic up to 10 different closed user groups. Customer may requestmore than 10 point-to-point closed user groups for an additional charge. Quality of service (-COS") traffic priontization can be used with Private Ports. Ethernet Private Ports with real-time traffic that require QoS are subject to local access limitations. (c) Enhanced Port. Enhanced Ports provide the functionalityof both an Internet Port and a Private Port in a consolidated solution. 2.3 Network Management Service. CenturyLink Network Management Service ("NMS") is a feature for all Ports. The feature, available as Select Management or Comprehensive Management, provides performance reporting, change management, configuration management, fault monitoring, management and notification of CPE and network related issues. CenturyLink wit provide Select Management with each Port unless (a) Customer notifies its Centurs4ink sales representative that Customer opts out of Select Management for that Port or (b) Customer chooses Comprehensive Management for that Port. Customer may also request NMS management features for devices not associated with a CenturyLink IQ Networking Port with CenturyLink's prior approval. The NMS management types are set forth in more detail below: (a) Select Management. Select Management includes: 24x7x365 remote performance monitoring, reporting, and ticketing via an NMS online portal for devices supported by Centurytink. Select Management also includes complete fault monitoring, management, and notification (detection, isolation, diagnosis, escalation and remote repair when possible), change management supported by CenturyLink (up to 12 changes per year), asset management (device inventory), and configuration management (inventory of customer physical and logical configuration). Customer must make change management requests via Contra Center at https //controlcenter.centurylink.com. Select Management onlysupport basic routing fundbrs. NMS does not indude new CPE initial configuration, lab testing, lab modeling, or on -site work of CPE. The N MS supported device list and a standard cnange management list are available on request and are subject to change without notice. (b) Comprehensive Management. Comprehensive Management includes all of the Select Management features as well as tots customer agency and change management (up to 24 configuration changes per year) of complex routing functions within routers, switches, and firewall modules. This includes configuration and management of complex routing, switching, device NIC cards, f irewall module configurations, and basic router internal firewall functions. Centurytink acts as the Customers single print of contact in managing the resolution of all service, device, and transport faults covered by Comprehensive Management and wit work with any third party hardware and/or transport providers the Customer has under contract unti all network issues are successfully resolved. Wth Internet security protocol ('IPSec"), Centurytink can configure full mesh, partial mesh, or hit -and -spoke topologies with secure tunnels for remote communication between Customer locations_ IPSec is only available on approved Cisco and Adtran devices. IPSec opportunities greater than 25 devices orwith other m anufacturer's devices require CenturyLink approval beforesubmitting an order. (c) Monitor and Notification. Monitor and Notification is an optional NMS feature that can be used for Customer owned devices that do not support SNMP and are not connected to any CenturyLink IQ Networking Port. Centurytink wit monitor the Customer devices 24x7x365 for up/down status and ratify Customer of faults. Customer is responsible for any trouble shooting and repair of Customer owned devices. This feature does not include any of the Select Management or Comprehensive Management features. (d) CenturyLink Responsibilities. Fur NMS, Centuryt ink will provide Customer with a nonexclusive service engineer team, which will maintain a Customer profile for the portion of the Customers network where the devices covered by NMS reside. CenturyL ink will work with Customer to facilitate resdution of service affecting issues with Select Management or Comprehensive Management. (e) Customer Responsibilities. (i) Customer must provide all information and perform all actions reasonably requested by Centurytink in order to facilitate installation of NMS. If Customer limits or restricts Centurytink's read/write access to a device, CenturyLink cannot support configuration backups. Customer is responsible for supporting Centurytink in access, troubleshooting, and configuration request made in accordance with normal troubleshooting and repair support activities. For Out -of -Band management related to fault solation/resolution, Op ID 4:51519370 Contract Code: 600053 Page 6 of 24 © CenturyLink, inc. WI Rights Reserved. CONFIDENTIAL CGT v1.021213 CENTURYLINK® LOYAL ADVANTAGE° AGREEMENT DOMESTIC CENTURYLINK IQ- NETWORKING SERVICE EXHIBIT Customer wil provide and maintain a POTS line for each managed device. "Out -of -Band" means a connection between two devices that relies on a nonstandard network connection. such as an analog dial modem, which must be a Centurytink certified 56k external modem. Additionally, Customer wit provide a dedicated modern for each managed device. It is not mandatory that Customer have a POTS line but Customer must understand that Centurytink will not be able to troubleshoot issues if the device covered by NMS cannot be readied. Service related outages requiring access to the device for troubleshooting and repair purposes will impact the eligibility of any associated SLA credits. (ii) For Comprehensive Management, Customer must execute the attached Letter of Agency (Attachment 1) to authorize CenturyLink to act as Customer's agent solely for the purpose of accessing Customers trays ports entices. (iii) Depending on transport type, Customers managed devices must comply with the following set of access requirements: (A) for NMS delivered via IP connectivity with an Internet Port or other public Internetservice, devices must contain an appropriate version of OS capable of establishing IPsec VPNs; and (B) for NMS delivered with a Private Port, Centurytink will configure a virtual circuit to access Customers device at no additional charge. CenturyLink will add the NMS network operations center to the Customer closed user group to manage the devices within Customer's network. (iv) Customer must provide a routable valid IP address to estabish the NMS connection. Customers primary technical interface person must be available during the remote irstalation process to faolitate installation of NMS. Al Customer devices managed under NMS must be maintained under a contract from a Centurytink approved onsite CPE maintenance provider. The response tines for which Customer contracts with it CPE maintenance provider will affect CenturyLink's timing for resolution of problems involving Customer provided devices. The performance of the CPE maintenance provider is Customer's responsibility. 2.4 End -to -End Performance Reporting. End -to -End Performance Reporting is an optional feature for Private Port and the Private Port functional ity of Enhanced Ports, except for Ports with VPLS. If Customer orders the feature, Customer must order itfor all of its Private Ports and Enhanced Port and include CenturyLink as a member of each dosed user group. The feature includes a report based on data collected from Customer's traffic within it dosed user groups and measures availability, jitter, latency, and packet delivery between Customer's edge routers, between CenturyLinKs routers, and between Customer's edge routers and CenturyLink's routers. The data contained in the report is measured differently than the goals contained in the SLA applicable to the Service and is for informational purposes only. Customer is not entitled to SLA credit based on the data in the report. Customer may access the report in the Control Center portal. 2.5 Multicast. Multicast is an optional feature for Private Ports and the Private Port functionality of Enhanced Ports- The feature enables IP multicast on the CenturyLink IP network. Customer must configure its edge devices with CenturyLink designated molticast protocol spedficatios and use the CenturyLink designated IP address range for Customer's multicast applications. The standard feature alows up to ten sources of multicast traffic per Customer, but CenturyLink may permit a limited number of additional sources. 2.6 Secure IP Gateway. Secure IP Gateway ('SIG') is an optional feature for Enhanced Ports. SIG adds a network based firewall feature to an Enhanced Port and support Customer defined network address translation policies and firewall rule set. 2.7 VPLS. Layer 2 virtual private LAN service ("VPLS") is optional feature for Private Ports. Private Port with VPLS are supported on CenturyLink-certified Cisco equipment and are imited to the following connection and encapsulation methods: Ethernet 10 Mbps, 100 Mbps, 1000 Mbps with Ethernet encapsulation; DS1 and D53 with Frame Relay encapsulation, and OC3 with ATM encapsulation. The following features are not available with Private Ports with VPLS: (a) usage reports; (b) the Precise Burstable or Data Transfer pricing methodologies; (c) the SLA's Reporting Goal; (d) VPN Extensions and (e) End -to -End Performance Reporting. 2.8 VPN Extensions. AWN Extension is an optional feature for layer 3 multi protocol label switching ('MPLS") Private Ports and Enhanced Port. The feature allows Customer to extend is Layer 3 NPLS dosed user groups to Customer locatios that are not served by Centurytinks MPLS network ('Remote Location"). Customer can establish a tunnel through the Internet between the Customer's CPE at the Remote Location (separately purchased and managed by Customer) and the Centurytink network device. The Customer provided CPE must support the Centurytink service configurations and be installed as designated by CenturyLink or as otherwise agreed upon by the parties. Customer is responsible for the installation, operation, maintenance, use and compatibility of the Remote Location CPE. Customer will cooperate with CenturyLink in setting the initial configuration for the Remote Location CPE interface with the VPN Extension Service. Customer must use IP connectivity at the Remote Location that indu des a static public IP address. (a) Exclusions. CenturyLink will not debug problems on, or configure any internal or external hosts or networks (e.g., routers, DNS servers, mail servers, www servers, and FTP servers). Al communication regarding the VPN Extension must be between Centurytink and a Customer approved site contact that has relevant experience and expertse in Customer's network operations. The following features are rot available with VPN Extensions: (i) End -to -end Performance Reporting; (ii) QoS; (iii) VPLS; and (iv) Multicast VPN Extensions are not subject to the SLA. 2.9 Backbone Prioritization. Backbone Prioritization is an optional feature available with individual domestic Private Ports. When this feature is configured on a Private Port, traffic originating from that Port wit be designated at a higher dass of service to the CenturyLink IP network than traffic originating from Private Ports without the feature or Internet Ports. If Customer desires Backbone Op ID #:51519370 Contract Code: 600053 Page 7 of 24 © Centurytink, inc. All Rights Reserved. CONFIDENTIAL CGT v1.021213 CENTURYLINK® LOYAL ADVANTAGE® AGREEMENT DOMESTIC CENTURYLINK IQ's NETWORKING SERVICE EXHIBIT Prioritization for traffic between two or more Private Ports, the feature must be ordered for each Private Port. The benefit from Backbone Prioritization is realized during periods of high network congestion. Backbone Prioritization may not be available at all locations or with Multicast in certain circumstances. 3. Ordering. For purposes of this Service Exhibit, "Order Form" means an electronic order confirmation process using an architecture confirmation document ("ACD") or other document that Customer and CenturyLink mutually agree to prior to submitting a Service order request. CenturyLink must approve each Order Form and Customer must send it via e-mail, far, or other CenturyLink- approved electronic process to CenturyLink. Subject to availability, CenturyLink will assign /29 Internet address space for Customer during the use of a Port. Neither Customer nor any End Users will own or route these addresses. Upon termination of Service, Customer's access to the IP addresses will cease. If Customer requests special sequencing for Port installation, Customer must designate a Key Port. A "Key Port" is a Port that must be available on the network before adding additional Port locations. The installation of the Key Port will determine the timelines for the installation of other domestic Ports. Customer may designate one Key Port within its CenturyLink IQ Networking network topology by notifying CenturyLink in writing of that request Unless the parties otherwise agree in writing, Customer has sole responsibility for ordering, securing installation and ensuring proper operation of any and all equipment required to enable Customer to receive the Service. 4. Charges. Customer must pay all applicable MRCs and NRCs set forth in the attached pricing attachment or offer attachment Charges will commence within five days after the date CenturyLink notifies Customer that Service is provisioned and ready for use ("Start of Service Date"). Customer may order multiple Port with multiple pricing methodologies in accordance with the pricing methodologies set forth below. Customer may change the pricing methodology (e.g., from Flat Rate to Precise Burstable) of a Port if: (a) the Port's new MRC remains the same or greater than the old MRC, and (b) the Port start; a new Service Term that is equal to or greater than the remaining number of months in the old Service Term, subject to a 12 month minimum. CenturyLink may change rates after the completion of a Port's Service Term with 60 days' notice. The net rate MRCs set forth in the pricing attachment or offer attachment will be used to calculate Contributory Charges. Net rate MRCS are lieu of all other rates, discounts, and promotions. The End to End Performance Reporting, VPN Extension, SIG and Multicast features are provided on a month -to -month basis and either party may cancel a feature with 30 days' prior written notice to the other party. CenturyLink may upon 30 days prior written notice to Custom ermodilythose features, including without limitation, their rates. 4.1 Pricing Methodologies. (a) Flat Rate. The Flat Rate pricing methodology bills Customer a specified MRC for a given Port speed regarciess of Customer's actual bandwidth utilization. (b) Tiered. The Tiered pricing methodology caps Customer's bandwidth at the tier specified on an Order Form and bills the Customer a fixed MRC based on that bandwidth tier regardless of Customer's actual bandwidth utilization. No more than once per month, Customer may change its specific bandwidth tier (e.g., 2 Mbps to10 Ivtbps) within the applicable Port classification (e.g., Ethernet, Fast Ethemet). Customer may not change its bandwidth from one Port classification to another. (c) Precise Burstable. Usage samples are taken every five minutes throughout the monthly billing cycle. Only one sample is captured for each five-minute period, even though there are actually two samples taken; one for inbound utilization and one for outbound utilization. The higher of these two figures is retained. At the end of the billing period, the samples are ordered from highest to lowest. The top 5% of the samples are discarded. The highest remaining sample is used to calculate the usage level, which is the 95th percentile of peak usage. For each Precise Burstable Port, Customer will pay an MRC calculated by multiplying Customer's 95th percentile of peak usage h a given month by the applicable MRC per Mops. There is a minimum usage amount within each Precis e Burstable Port classification ("Precise Burstable Minimum"). Customer will be billed the greater of the Precise Burstable Minimum or the actual charges based upon its 95th percentile of peak usage. (d) Data Transfer. Usage samples are taken every five minutes throughout the Customer's monthly billing cycle. Samples are taken for both in -bound utilization and out -bound utilization. Customer will be billed for the sum total of both inbound and outbound utilization. Charges are applied using a stepped or "metered" methodology such that Customers traffic will be billed incrementally at each volume tier. For example, if Customer's total volume on a DS1 circuit is 10 GB. the first 7 GB of such total would be b riled at the 0- 7 GB tier, and the remaining 3 GB would be billed at the 7.01-17 GB tier. For each Data Transfer Port ordered hereunder, Customer will pay an MRC calculated bymultplying Customers volume of data transferred in a given month (in GBs) by the applicable MRC per GB. Within eadi Data Transfer Port classification (e.g., O51, D53), Customer will be subject to the minimum usage amount set forth in the column heading of the applicable Data Transfer pricing table ('Data Transfer Minimum"). Customer will be biled the greater of the Data Transfer Minimum or the actual charges based upon its actual volume of data transferred. Data Transfer pricing is only available if Customer's premises -based router uses HDLC, PPP, or MLPPP line encapsulation. 5. Term; Cancellation. 5.1 Term. The term of an individual Port (arid NMS feature, if applicable) begins on the Start of Service Date for that Port and continues for 36 ("Service Tema"). If Service is installed atmultiple Customer locations or with multiple Ports at a Customer location, each separate Port (and associated NMS) will have its own Start of Service Date. Upon expiration of a Service Term, Service (and associated NMS) will remain in effect on a month -to month basis until canceled by either partywith 60 days' notice. Op ID #: 51519370 Contract Code: 600053 CONFIDENTIAL Page S of 24 © CenturyLink, inc. All Rights Reserved. CGT v1.021213 CENTURYLINK® LOYAL ADVANTAGE AGREEMENT DOMESTIC CENTURYUNK IQ' NETWORKING SERVICE EXHIBIT 5.2 Cancellation. Upon cancellation of a Service, Customer will remain liable for charges accrued but unpaid as of the cancellation date. If a Port or NMS is canceled by Customer other than for Cause, or by CenturyLink for Cause, before the conclusion of its initial Service Term or Upgrade Service Term (as described in the "Upgrades" section), Customer wdl pay a "Cancellation Charge" equal to: (a) 100% of the balance of the MRCS that otherwise would have become due for the unexpired portion of the first 12 months of the Service Term (or Upgrade Service Term), if any, plus (h) 35% of the balance of the MRCS that otherwise would have become due for the unexpired portion, if any, of the Service Term (or Upgrade Service Term) beyond the first 12 months, plus (c) the amount of any NRCs discounted or waived if the Port has not remained installed for at least 12 months. 5.3 Waiver of Cancellation Charges. (a) Upgrades. CenturyLink will waive the Cancellation Charges if Customer. (i) upgrades the Port to a higher bandwidth (e.g., from a DS1 to a DS3) within the same pricing methodology, or (ii) upgrades the Port type to a higher Port type (e.g., from an Internet Port to a Private Port or an Enhanced Port) within the same pricing methodology. All upgraded Ports must have a Service Term equal to or greater than the replaced Port's remaining Service Term, subject to a 12 month minimum (-Upgrade Service Tern"),If Custom ercancels the upgraded Port before the completion of the Upgrade Service Term, Customer will pay the Cancellation Charges set forti in the Cancellation section above. In some cases an upgrade to a Port may trigger a Local Access charge under the Local Access Service Exhibit. (b) Migration to Other CenturyLink Services. CenturyLink will waive the Cancellation Charges if Customer migrates the Port to new Analog VoIP Service, Integrated Access Packages, Managed VoIP Bundle, or Data Bundle Solutions (a "New Service") as long as: (i) the New Service's MRC is equal to or greater than the combined MRCs of the Port and the associated Local Access Service being terminated; (ii) the New Service's minimum service term is at least as long as the then remaining Service Term of the Port being terminated; and (iii) the New Service is available. 6. Additional Disclaimer of Warranty. In addition to any other disclaimers of warranty stated in the Agreement, CenturyLink makes no warranty, guarantee, or representation, express or implied, that all security threats and vulnerabilities will be detected or that the performance of the Services will render Customer's systems invulnerable to security breaches. Customer is responsible for Customer's own network security policy (including applicable firewall and NAT policies) and security response p rocedures 7. E= mall Notification. Customer acknowledges and agrees that Centuryt.ink may contact Customer via e-mail at the e-mail address provided to CenturyLink when Customer ordered the Service for any reason relating to the Service, including for purposes of providing Customer any notices required under the Agreement. Customer agrees to provide CenturyLink with any change to its e mail address. 8. AUP. All use of the Services must comply with the AUP located at gwest.centurylink.com/tegal/, which is subject to change. CenturyLink may reasonably change the AUP to ensure compliance with applicable laws and regulations and to protect CenturyLin k's network and customers. My changes to the AUP will be consistent with the purpose of the AUP to encourage res ponsible use of CenturyLink's networks, systems, services, Web sites, and products. 9. SLA. Service is subject to the CenturyLink 1O Networking service level agreement ("SLA"), and the NMS feature is subject to the NMS SLA each located at gwest.centurylink.com/legal/, which are subject to change. For Customer's claims related to Service or NMS feature deficiencies, interruptions or failures, Customer's exclusive remedies are limited to those remedies set forth in the applicable SLA Op ID #: 51519370 Contract Code: 600053 CONFIDENTIAL Page 9 of 24 © CenturyLink, inc. All Rights Reserved. CGT v1.021213 (a) CENTURYLINK LOYAL ADVANTAGE* AGREEMENT DOMESTIC CENTURYLINK ice NETWORKING SERVICE EXHIBIT PRICING ATTACHMENT 1. Pricing. 1.1 Network Management Service MRCs. NMS for devices associated with a CenturyLink IQ Networking Port. The following MRC is ii addition to the Port MRC. Description NMS for devices associated with a CenturyLink IQ Networking Port. Promo Code MRC NRC Select Management IQ MANAGED $45.00 per device' N/A Comprehensive Management IQ MANAGED $7500 per device N/A 'CenturyLink will provide Select Management with domestic CenturyLink IQ Networking Service unless Customer elects to opt out. (b) NMS for devices not associated with a CenturyLink IQ Networking Port. The following MRC is in addition to the Port MRC. Description NMS for devices not associated with a CenturyLink IQ MRC NRC Select Management $60 per device N/A Comprehensive Management $100 per device N/A Monitor and Notify $35 per device N/A 1.2 CenturyLink IQ Networking Features (a) End to End Performance Reporting. The following MRC is in addition to each Private Port or Enhanced Port's MRC. Description MRC End to End Performance Reporting $2500 per Port (b) Secure IP Gateway. Description NRC Secure IP Gateway Activation Fee $200.00 per each Enhanced Port (c) VPN Extensions. Description MRC NRC VPN Exdensions $25D0 per lPsectunne€ $50.00 per IPsec tunnel (d) Backbone Prioritization. Backbone Prioritization charges are in addition to the applicable Private Port MRCs. Description Increased MRC Backbone Prioritization CenturyLink will apply a 20% uplift charge to the MRC of each Private Port configured with Backbone Prioritization. 1.3 Port Pricing Tables. Pricing for Internet Ports is affected if access to the Port is over frame relay ("FR Access'). Pricing for Private Port and Enhanced Ports does not change depending on which type of access to the Port is used. Some Port types or Po rt speeds may not be available in all areas or with certain types of access. If Customer wishes to order domestic CenturyLink IQ Networking Service with a different bandwidth or pricing methodology than those contained in the below pridng tables, Customer must enter into a separate written amendment to this Agreement. Op ID #: 51519370 Contract Code: 600053 CONRDENTIAL Page 10 of 24 ©Centurytink, Inc. All Rights Reserved. CGT v1.040912 CENTURYLINK LOYAL ADVANTAGE AGREEMENT DOMESTIC CENTURYLINK IQe NETWORKING SERVICE EXHIBIT PRICING ATTACHMENT (a) Tiered Net Rates. Tiered Fast Ethernet (100 Mbps) (Promo Codes: FZ T, [Z IQIP2 F) Internet Port Other Access Net Rates MRC NRC List Pricing 10 rvtps $530.00 $1,50000 15 Mops $575O0 51,500.00 20 Maps $615O0 S1500.00 30 lvtps $805.00 51,500.00 40 laps $975.00 $1,500.00 50 Ivtps $1,130.00 $1,500.00 60 Ivtps $1,265.00 $1,500.00 70 Mips Si 390.00 $1,500 CO 80 Mips $1,500.00 $1,500.00 90 kips $1,610.00 $1,500 00 100 Maps $1705.00 $1,500.00 1.4 Port Pricing Tables. Pricing for Internet Ports is affected if access to the Port is over frame relay ("FR Access'). Pricing for Private Port and Enhanced Ports does not change depending en which type of access to the Port is used. Some Port twos or Po rt speeds may not be available in at areas or with certain types of access. (a) Flat Rate List Pricing. Flat Rate NRC Internet Port Private Port MRC Enhanced Port MRC FR Access MRC Other Access MRC DSO $500.00 $24/.00 $332O0 $234O0 $260.00 DS1 $500O0 $390.00 $520.00 $1,160.00 $1,277.00 2xDS1 (3 raps) $1,000.00 N/A $1,034.00 $2,304.00 $2,535.00 3xDS1 (4.5 Mbps) $1,000.00 N/A $1,547.00 $3,448.00 $3,796.00 4 xDS1 (6 Maps) $1,000.00 N/A $2,054.00 $4,579.00 $5,038.00 5 x DS1 (/.5 li/bps) $1,000.00 N/A $2,561.00 $5710.00 $6282.00 6 xDS1 (9 Maps) $1,000.00 N/A $3,062.00 $6,825.00 $7,508.00 7xDS1 (10.5 raps) $1,000.00 N/A $3,562.00 $7,943.00 $8,739.00 8 xDS1 (12 Nbps) $1,000.00 N/A $4,056.00 $9,045.00 $9,952.00 DS3 $2,000.00 $4,144.00 $5,200.00 $11,076.00 $12,184.00 OC3 $4,000.00 N/A $14,300.00 $30,459.00 $33,508.00 OC12 $6,000.00 N/A $52,000.00 $110,760.00 $121,836.00 OC48 $10,000.00 N/A $175,500.00 $373,750.00 N/A Ethernet $1,000.00 N/A $1,430.00 $3,179.00 $3,496.00 Fast Ethernet $1,500.00 N/A $9,750.00 $20,709.00 $22,780.00 Gigabit Ethernet $4000.00 N/A $78,000.00 $165,675.00 $182,243.00 (b) Tiered List Pricing. Tiered DS1 NRC Internet Port Private Port MRC Enhanced Port MRC ER Access MRC Other Access MRC 56-64 Kbps $500.00 $247.00 5332.00 $234.00 $260.00 128 Kbps $500.00 $322.00 5429.00 $403.00 $445.00 192Kbps $500.00 $361.00 S47800 $517.00 $569O0 256 Kbps $500.00 $380.00 $507.00 $601.00 $663.00 384 Kbps $500 00 $406.00 5540.00 $631.00 $696.00 512 Kbps $500.00 $410.00 $543.00 $644.00 $709.00 768 Kbps $500.00 $426.00 $569.00 $891.00 $982.00 1024 Kbps $500.00 $429.00 $572.00 $1,186.00 $1,307.00 1.544 Nbps $500.00 $436.00 $5/9.00 $1,290.00 $1,420.00 Tiered DS3 Op ID #:51519370 Contract Code: 600053 NRC Internet Port Page 11 of 24 CON RDENTIAL Private Port Enhanced Port ©Centurytink, Inc. AI Right Reserved. CGT v1.040912 CENTURYLINK LOYAL ADVANTAGE® AGREEMENT DOMESTIC CENTURYLINK IQ® NETWORKING SERVICE EXHIBIT PRICING ATTACHMENT FR Access MRC Other Access MRC MRC MRC $4,540.00 3 Mops $2,000.00 $1,183.00 $1,482.00 $4,128.00 6 Mops $2,000.00 $1,953.00 $2,451.00 $5,216.00 $5,740.00 $1,332.00 9 Mbps $200000 $2,496.00 $3,130.00 $6,666.00 12 Mops $2,000.00 $2,951.00 $3,705.00 $4,092.00 $7,888.00 $8,713.00 $8,678.00 $9,584.00 15 Mops $2,000.00 $3,260.00 18 Mops $2,000.00 $3,507.00 $4,401.00 $9,370.00 $10,306.00 21 Mbps $2,000.00 $3,757.00 $4,713.00 $10,036.00 $11,040.00 24 Mops $2,000.00 $3,916.00 $4,917.00 $10,468.00 $11,515.00 $11,918.00 27 Mops $2,000.00 $4,053.00 $5,086.00 $10,832.00 30 Mops $2,000.00 $4,170.00 $5,233.00 $11,144.00 $12259.00 33 Mops $2,000.00 $4,313.00 $5.411.00 $11,525.00 $12,678.00 36 Mops $2,000.00 $4,397.00 $5,519.00 $11,752.00 $12,929.00 39 Mops $2,000.00 $4,472.00 $5,613.00 $11,950.00 $13,146.00 42 Mops $2,000.00 $4,576.00 $5,743.00 $12,227.00 $13,452.00 45 Mops $2,000.00 $4,635.00 $5,814.00 $12,383.00 $13,621.00 Tiered 0C3 NRC Internet Port Private Port MRC Enhanced Port MRC FR Access MRC Other Access MRC 35 Mops $4,000.00 N/A $6,360.00 $13,546.00 $14,901.00 45 Mops $4,000.00 N/A $7,716.00 $16,432.00 $18,077.00 55 Mops $4,000.00 N/A $8,847.00 $18,844.00 $20,729.00 65 Mops $4,000.00 N/A $9,929.00 $21,148.00 $23,264.00 75 Mops $4,000.00 N/A $10,823.00 $23,049.00 $25,353.00 85 Mops $4,000.00 N/A S11,707.00 $24,934.00 $27,430.00 95 Mbps $4,000.00 N/A S12,428.00 $26,468.00 $29,117.00 105 Mops $4,000.00 N/A 513,166.00 $28,044.00 $30,852.00 115 Mops $4,000.00 N/A $13,848.00 $29,497.00 $32,448.00 125 Mops $4,000.00 N/A $14,388.00 $30,641.00 $33,709.00 135 Mops $4,000.00 N/A $14,970.00 $31,886.00 $35,074.00 145 Mops $4,000.00 N/A $15421.00 $32,845.00 $36,134.00 155 Mops $4,000.00 N/A $15,889.00 $33,846.00 $3/,232.00 Tiered 0C12 NRC Internet Port Private Port MRC Enhanced Port MRC FR Access MRC Other Access MRC 90 Mbps $6,000.00 N/A $16,156.00 $34,414.00 $37,853.00 135 Mbps $6,000.00 N/A $22,526.00 $47,97700 $52,774.00 180 Mops $6,000.00 N/A $28,054.00 $59,751.00 $65,725.00 225 Mops $6,000.00 N/A $32,611.00 $69,456.00 $76,401.00 270 Mops $6,000.00 N/A $36,871.00 $78,533.00 $86,388.00 315 Mops $6,000.00 N/A $40,667.00 $86,619.00 $95,284.00 360 Mops $6,000.00 N/A $44,070.00 $93,870.03 $103,256.00 405 Mops $6,000.00 N/A $46,810.00 $99,704.00 $109,671.00 495 Mops $6,000.00 N/A $52.117.00 $111,007.00 $122,106.00 540 Mbps $6,000.00 N/A $54,431.00 $115,934.00 $127,527.00 585 Mops $6,000.00 N/A $56,228.00 $119,763.00 $131,739.00 622 Mops $6,000.00 N/A $57,779.00 $123,068.00 $135,376.00 Tiered 0C48 NRC Internet Port Private Port MRC Enhanced Port MRC FR Access MRC Other Access MRC 270 Mops $10,000.00 NA $42,751.00 $91,065.00 NA 500 Mbps $10,000.00 NA $71,107.00 $151,450.00 NA 730 Mops $10,000.00 NA $95,098.00 $202,540.00 NA 960 Mbps $10,000.00 NA $115,375.00 $245,765.00 NA Op ID #: 51519370 Contract Code: 600053 Page 12 of 24 CONFIDENTIAL UCenturyLink, Inc. Al Rights Reserved. CGT v1.040912 CENTURYLINK LOYAL ADVANTAGE® AGREEMENT DOMESTIC CENTURYLINK IQ® NETWORKING SERVICE EXHIBIT PRICING ATTACHMENT 1190 vbps $10,000.00 NA -$132.737.00 $282685.00 NA 1420 Ivtps $10,000.00 NA $146,676.00 $312,390.00 NA 1650 tvtps $10,000.00 NA $159796.00 $340,340.00 NA 1880 tvtps $10,00000 NA $17137300 $364,975.00 NA 2110 vtps $10,000.00 NA $181,665.00 $386,880.00 NA 2340 Mbps $10,000.00 NA $189,771.00 $404,17000 NA 2488 Mbps 510,000.00 NA $195,000.00 $415285.00 NA Tiered Ethernet (10 Mbps) NRC Internet Port Private Port MRC Enhanced Port MRC FR Access MRC Other Access MRC 2 bops $1,000 00 N/A $858.00 $1,905.00 $2,095.00 $2,942.00 4 Mbps $1,000.00 N/A $1,203.00 $2675.00 6 Mbps $1,000.00 N/A $1,391.00 53091.00 $3,400.00 8 fvtps $1,000.00 N/A $1,511.00 $3,354.00 $3.689.00 10 Mbps $1,000.00 N/A $1,589.00 $3,533.00 $3,886.00 Tiered Fast Ethernet (100 Mbps) NRC Internet Port Private Port MRC Enhanced Port MRC FR Access MRC Other Access MRC 10 Mbps $1,500.00 N/A $2,191.00 $4,651.00 $5,116.00 15 fvtps $1,500.00 N/A $3,110.00 $6,60100 $7,261.00 20 vbps $1,500.00 N/A $3,933.00 $8,353.00 $9,188.00 30 Mips $1,500.00 N/A $5,353.00 $11,372.00 $12509.00 40 hips $1,500.00 N/A $6,536.00 $13,878.00 $15265.00 50 fvtps $1,500.00 N/A $7,530.00 $15,993.00 $17,593.00 60 Mbps $1,500.03 N/A $8,382.00 $17,804.00 $19,584.00 70 Mops $1,500.00 N/A $9,120.00 $19,370.00 $21,307.00 80 Mbps $1,500.00 N/A $9,763.00 $20,738.00 $22,812.00 90 Nbps $1,500.00 N/A $10,332.00 $21,941.00 $24,135.00 100 vbps $1,500.00 N/A $10,836.00 $23,013.00 $25,315.00 Tiered Gigabit Ethernet (1000 Mbps) NRC Internet Port Private Port MRC Enhanced Port MRC FR Access MRC Other Access MRC 100 vbps $4,000.00 N/A $17,511.00 $37,193.00 $40,912.00 200 Mbps $4,000 CO N/A $31.457 W $66,810.00 $73,491.00 $100,050.00 300 Mbps $4,000.00 N/A $42,822.00 $90,955.00 400 Mbps $4,000.00 N/A $52,267.00 $111,014.00 $122,115.00 $140,737.00 500Mbps $4,000.00 N/A $60236.00 $127,943.00 600 vbps $4,000.00 N/A $67,051.00 $142,422.00 $156,664.00 700 vbps $4,000.00 N/A $72,930.00 $154,944.00 $170,438.00 800 vbps $4,000 00 N/A $78,101.00 $165,887.00 $182,475.00 900 vbps $4,000.00 N/A $82,638.00 $175,526.00 $193,079.00 1000 Mbps $4,000.00 N/A $86,668.00 $184,087.00 $202,495.00 (c) Precise Burstable List Pricing. Precise Burstable DS1 Precise Burstable Minimum = 56 Kbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0.000 — 56 Kbps $500.00 N/A $6,461.00 $8,564.00 N/A 57— 128 Kbps $500.00 N/A $5,873.00 $7,784.00 N/A 129 — 256 Kbps $500.00 N/A $3,341.00 $5.447.00 N/A 257— 384 Kbps $500.00 N/A $1,979.00 $3,682.00 N/A 385— 512 Kbps $500.00 N/A $1,407.00 $2.779.00 N/A 513— 640 Kbps $500.00 N/A $1,060.00 $2,181.00 N/A 641 — 768 Kbps $500O0 N/A $871 00 $1830.00 N/A 769-1.544 Kbps $500.00 N/A $738.00 $1,576.00 N/A Op ID #:51519370 Contract Code: 600053 Page 13 of 24 CONA DENTIAL © Centurytink, Inc. All Right Reserved. CGT v1.040912 CENTURYLINK LOYAL ADVANTAGE" AGREEMENT DOMESTIC CENTURYLINK IQ® NETWORKING SERVICE EXHIBIT PRICING ATTACHMENT Precise Burstable 2xDS1 Precise Burstable Minimum = 256 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0-256 Kbps $1,000.00 N/A $2.672.00 $5,954.00 N/A 257 - 512 Kbps $1,000.00 N/A $2,428.00 $5.411.00 N/A 513 - 768 Kbps $1,000.00 N/A $1,641.00 $3,656.00 N/A 769 Kbps - 1.152 Mbps $1,000.00 N/A $1,238.00 $2,759.00 N/A 1.153-1.544?bps $1,000.00 N/A $887.00 $1,976.00 N/A 1.545-2.056 ?bps $1,000.00 N/A $689.00 $1,537.00 N/A 2.057- 2.568 'Alps $1,000.00 N/A $543.00 $1209.00 N/A 2.569-3 ?bps $1,000.00 N/A $442.00 $985.00 N/A Precise Burstable 3x0S1 Precise Burstable Minimum = 512 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0-512 Kbps $1000.00 N/A $2,262.00 $5,031.00 N/A 513 - 768 Kbps $1000.00 N/A $2,054.00 $4,573.00 N/A 769 Kbps - 1.152 Mbps $1.000 00 N/A $1,638.00 $3,641.00 N/A 1.153-1.544 Mbps $1,000.00 N/A $1,235.00 $2,753.00 N/A 1.545- 2.056 Mbps $1,000.00 N/A $969.00 $2,158.00 N/A 2.057-2.568 Mbps $1,000.00 N/A $767.00 $1,710.00 N/A 2.569-3 ?bps $1,00000 N/A $634.00 $1,414.00 N/A 3-4.5 Naps $1,000.00 N/A $556.00 $1,238.00 N/A Precise Burstable 4xDS1 Precise Burstable Minimum = 768 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0-768Kbps $1,000.00 N/A $2,142.00 $4,771.00 N/A 769 Kbps -1.152 Mbps $1,000.00 N/A $1,947.00 $4,33600 N/A 1.153 - 1.544 Maps $1,000.00 N/A $1,508.00 $3,361.00 N/A 1.545- 2.056 Naps $1,000.00 N/A $1,196.00 $2,662.00 N/A 2.057- 2.568 Kbps $1,000.00 N/A $965.00 $2,152.00 N/A 2.569-3 Mips $1,000.00 N/A $809.00 $1,804.00 N/A 3001-4.5 Mbps $1,000.00 N/A $712.00 $1583.00 N/A 4.501 -6 Mbps $1,000.00 N/A $501.00 $1,112.00 N/A Precise Burstable 5xDS1 Precise Burstable Minimum =1.152 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0- 1.152 Mbps $1,000 00 N/A $1,947 $4,345 N/A 1.153- 1.544 Mbps $1,000.00 N/A $1,768 $3,949 N/A 1.545-2.056 Mbps $1 000 00 N/A $1,401 $3,120 NIA 2.057- 2.568 Mbps $1,000.00 N/A $1,157 $2,581 N/A 2.569-3 Mbps $1000.00 N/A $962 $2,148 N/A 3.001-4.5 Mbps $1,000.00 N/A $861 $1,918 N/A 4.501 -6 Mbps $1,000.00 N/A $601 $1,342 N/A 6001-7.5 Mbps $1,000.00 N/A $468 $1,047 N/A Precise Burstable 6xDS1 Precise Burstable Minimum = 1.544 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0 - 1.544 Kbps $1,000 00 N/A $1,781.00 $3,968.00 N/A 1.545- 2.056 PNps $1,000.00 N/A $1,619.00 $3,608.00 N/A 2.057-2.568 Mbps $1,000.00 N/A $1,303.00 $290200 N/A 2.569-3 Mbps $1,000.00 NIA $1,121.00 $2,496.00 N/A 3.001 -4.5 Naps $1,000.00 N/A $982.00 $2,191.00 N/A Op ID #:51519370 Contract Code: 600053 Page 14 of 24 CONFIDENTIAL ©Centurytink, Inc. NI Rights Reserved. CGT v1.040912 CENTURYLINK LOYAL ADVANTAGE® AGREEMENT DOMESTIC CENTURYLINKIO® NETWORKING SERVICE D(HIBIT PRICING ATTACHMENT 4.501 -6 Mbps 6.001 - 7.5 Mbps 7.501 - 9Mbps $1,000.00 $1,000.00 $1,000.00 N/A N/A N/A $705.00 $549.00 $452.00 $1,573.00 $1,22500 $1,004.00 N/A N/A N/A Precise Burstable 7xDS1 Precise Burstable Minimum =2.056 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0-2.056 tvbps $1,000.00 N/A $1,586.00 $3,533.00 N/A 2.057- 2.568 tvtps $1,000.00 N/A $1,440.00 $3211.00 N/A 2.569-3 Mbps $1,000.00 N/A $1,258.00 $2,805.00 N/A 3.001-4.5 Nbps $1,000.00 N/A $1,118.00 $2,490.00 N/A 4.501 -6 Mbps $1,000110 N/A $803.00 $1,788.00 N/A 6.001 -7.5 Mbps $1,000.00 N/A $627.00 $1,394.00 N/A 7.501-9Ntps $1,00000 N/A $514.00 $1,144.00 N/A 9_001 - 10.5 Maps $1,000.00 N/A $436.00 $969.00 N/A Precise Burstable 8xDS1 Precise Burstable Minimum = 2.566 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0- 2.568 APops $1,000.00 N/A $1,524.00 $3,396.00 N/A 2.569-3 Mbps $1,000.00 N/A $1,385.00 $3,088.00 N/A 3.001-4.5Mbps $1,00000 N/A $1.216.00 $2,707.00 N/A 4.501 -6 lvbps $1,000.00 N/A $891.00 $1,983.00 N/A 6.001 - 7.5 Mbps $1,000.00 N/A $702.00 $1,563.00 N/A 7.501 -9 Ivbps $1,00000 N/A $579.00 $1,290.00 N/A 9.001 - 10.5 Mbps $1,000.00 N/A $494.00 $1,099.00 N/A 10.501-12 Nips $1,000.00 N/A $426.00 $946.00 N/A Precise Burstable DS3 Precise Burstable Minimum = 3 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0-3Mbps $2,000.00 N/A $546.00 $1,160.00 N/A 3.01 - 6 tvtps 52,000.00 N/A $494.00 $1,053.00 N/A 6.01 - 9 Mbps $2,000.00 N/A $410.00 $871.00 N/A 9.01 - 12 Mbps $2,000.00 N/A $348.00 $141.00 N/A 12.01 - 15 Mbps $2,000.00 N/A $309.00 $660.00 N/A 15.01 - 18 Mbps $2,000.00 N/A $273.00 $582.00 N/A 18.01 - 21 Mbps $2,000.00 N/A $247.00 $523.00 N/A 21.01 - 45 Mbps $2,000.00 N/A $228.00 $481.00 N/A Precise Burstable 0C3 Precise Burstable Minimum = 35 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0 - 35 Mbps $4,000.00 N/A $202.00 $429.00 N/A 35.01 - 45 Mbps $4,000.00 N/A $182.00 $390.00 N/A 45.01 - 55 Mbps $4,000.00 N/A $1 /2.00 $367.00 N/A 55.01 -65 Mbps $4,000.00 N/A $163.00 $345.00 N/A 65.01 - 75 Mbps $4,000.00 N/A $153.00 $328.00 N/A 75.01 - 85 Nbps $4,000.00 N/A $146.00 $309.00 N/A 85.01 - 155 Mbps $4,000.00 N/A $140.00 $296.00 N/A Precise Burstable 0C12 Precise Burstable Minimum = 90 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0- 90 Nips $6 .000.00 N/A $202.00 $423.00 N/A 90.01 - 135 Alps $6 ,000.00 N/A $182.00 $384.00 N/A 135.01 - 180 Mbps $6,000.00 N/A $169.00 $358.00 N/A Op ID #: 51519370 Contract Code: 600053 Page 15 of 24 CONFIDENTIAL © Centurytink, Inc. All Rights Reserved. CGT v1.040912 CENTU RYLINK LOYAL ADVANTAGE° AGREEM ENT DOMESTIC CENTURYLINK IQ® NETWORKING SERVICE IXHIBfT PRICING ATTACHMENT 180.01 — 225 Mbps $6,000.00 N/A $156.00 $335O0 N/A 225.01 — 270 Mbps $6,000.00 N/A $146.00 $309.00 N/A 270.01 — 315 Mbps $6,000.00 N/A $140.00 $293.00 N/A 315.01 — 360 Mbps $6,000.00 N/A $130.00 $276.00 N/A 360.01 — 622 Mbps $6,000.00 N/A $124.00 $263.00 N/A Precise Burstable OC48 Precise Burstable Minimum = 270 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0-2/0 Mbps $10,000.00 N/A $1/6.00 $374.00 N/A 270.01 - 500 Mbps $10,000.00 N/A $159.00 $338.00 N/A 500.01 - 730 Mbps $10,000.00 N/A $143.00 $306.00 N/A 730.01 - 960 Mbps $10,000.00 N/A $133.00 $280.00 N/A 960.01 - 1190 Mbps $10,000.00 N/A $120.00 $257.00 N/A 1190.01 - 1420 Mbps $10,000.00 N/A $114.00 $241.00 N/A 1420.01 - 1650 Mbps $10,000.00 N/A $104.00 $221.00 N/A 1650.01 - 1880 Mbps $10,000.00 N/A $98.00 $208.00 N/A 1880,01-2110 Mbps $10,000.00 N/A $94.00 $195.00 N/A 2110.01 — 2488 Mbps $10,000.00 N/A $88.00 $185.00 N/A Precise Burstable Ethernet (10 Mbps) Precise Burstable Minimum =1 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0.000— 1.000 Mbps $1,000.00 N/A $598.00 N/A N/A 1.001 —2.000 Mbps $1,000.00 N/A $543.00 N/A N/A 2.001 — 3.000 Mbps $1O00O0 N/A $429.00 N/A N/A 3.001-4.000Mbps $1.000.00 N/A $354.00 N/A N/A 4.001— 5.000 Mbps $1000.00 N/A $302.00 N/A N/A 5.001 —6.000 Mbps $1,000.00 N/A $263.00 N/A N/A 6.001 — 7.000 Mbps $1000.00 N/A $234.00 N/A N/A 7.001 — 10.000 Mbps $1,000.00 N/A $208.00 N/A N/A Precise Burstable Fast Ethernet (100 Mbps) Precise Burstable Minimum =10 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0.000-10.000 Mbps $1,500.00 N/A $244.00 N/A N/A 10.001 -20.000 Mbps $1,500.00 N/A $221.00 N/A N/A 20.001- 30.000 Mbps $1,500.00 N/A $198.00 N/A N/A 30.001— 40.000 Mbps $1,500.00 N/A $179.00 N/A N/A 40.001- 50.000 Mbps $1,500.00 N/A $166.00 N/A N/A 50.001- 60.000 Mbps $1,500.00 N/A $153.00 N/A N/A 60.001- 70.000 Mbps $1,500.00 N/A $140.00 N/A N/A 70.001 —80.000 Mbps $1,500.00 N/A $133.00 N/A N/A 80.001 — 90.000 Mbps $1,500.00 N/A $124.00 N/A N/A 90.001 — 100 Mbps $1,500.00 N/A 8117.00 N/A N/A Precise Burstable Gigabit Ethernet (1000 Mbps) Precise Burstable Minimum =100 Mbps NRC Internet Port Private Port MRC per Mbps Enhanced Port MRC per Mbps FR Access MRC per Mbps Other Access MRC per Mbps 0.000 — 100 Mbps $4,000.00 N/A $195O0 N/A N/A 100.001 — 150 Mops $4,000.00 N/A $176.00 N/A N/A 150.001 — 200 Mbps $4,000.00 N/A $166.00 N/A N/A 200.001 — 250 Mbps $4,000.00 N/A $159.00 N/A N/A 250.001 — 300 Mbps $4,000.00 N/A $153.00 N/A N/A 300.001 — 350 Mbps $4,000.00 N/A $143.00 N/A N/A 350.001 — 400 Mbps $4,000.00 N/A $13/AO N/A N/A 400.001 — 500 Mops $4,000.00 N/A $133.00 N/A N/A 500.001 — 600 Mbps $4,000.00 N/A $124.00 N/A N/A Op ID #: 51519370 Contract Code: 600053 Page 16 of 24 CONFIDENTIAL ©CenturyLink, Inc. Al Right Reserved. CGT v1.040912 CENTURYLINK LOYAL ADVANTAGE*AGREEMENT DOMESTIC CENTURYLINK IQa' NETWORKING SERVICE EXHIBIT PRICING ATTACHM ENT 600.001 — 700 Ivi ps 700.001 — 800 Ivbps 800.001 — 900 IADps 900.001 — 1000 ivtbps $4,000.00 $4,000_(x) $4,000 00 $4,000 00 NIA N/A N/A $114.00 $107.00 $101.00 N/A $94 00 N/A Nils N/A N/A N/A 1.5 Data Transfer List Pricing. N/A N/A N/A Data Transfer DS1 Data Transfer Minimum =7 GB NRC Internet Port Private Port MRC per GB Enhanced Port MRC per C$ FR Access MRC per GB Other Access MRC per GB 0 — 7 GB $500.00 N/A $49.86 $66.11 N/A 7.0' — 17 GB $500 00 N/A $45.34 $66.06 N/A. 17.01 — 33 GB $500 00 N/A $25.81 $42.06 N/A 33.01 - 50 GB $500 00 N/A $15.28 $28.44 N/A 50.01 — 66 GB $500 00 N/A $10.89 $21.45 N/A 66.01 — 83 GB $500 00 N/A $8.19 $16.84 N/A 83 01 — 100 GB $500 00 N/A $6.73 $14.14 N/A 100.01 — 200 GB $500.00 N/A $5.72 $12.19 N/A Data Transfer NxDS1 Data Transfer Minimum =389 GB NRC Internet Port Private Port MRC per GB Enhanced Port MRC per GB FR Access MRC per GB Other Access MRC per GB 0 — 389 GB $1,000.00 N/A $4.84 $10.56 N/A 389.01 — 583 GB S1,000.00 N/A S4.42 $9.56 N/A 583.01 — 778 3B $1,000.00 N/A $3.93 $8.58 N/A 778.01 — 972 GB $1,000.00 N/A $3.67 $8.06 N/A 972 01 — 1,166 GB $1,000.00 N/A $3.54 $7.77 N/A 1,166.01 — 1,361 GB $1,000.00 N/A $3.41 $ 7.48 N/A 1,361 01 — 1,555 GB $1,000.00 N/A $3.32 $7.31 N/A Data Transfer DS3 Data Transfer Minimum =389 GB NRC Internet Port Private Port MRC per GB Enhanced Port MRC per GB FR Access MRC per GB Other Access MRC per GB 0 — 389 GB $2,000.00 N/A 54.23 $8.97 N/A 389.01 — 778 GB $2,000.00 N/A $3.84 $8.13 N/A 778.01 — 1,166M $2,000.00 N/A $3.19 $6.73 N/A 1,166.01 — 1,555 GB $2,000 00 N/A $2.70 $5.72 N/A 1,555.01 — 1,944 GB $2,000.00 N/A $2.41 —15.iO N/A 1,944.01 • • 2,333 GB $2,000.00 N/A $2.11 $4.52 N/A 2,333.01 —2,722 GB $2,000 00 N/A $1.92 $4.06 N/A 2,722.01 — 5,832 GB $2,000.00 N/A $1 79 $3.74 N/A Data Transfer OC3 Data Transfer Minimum = 4,536 GB NRC Internet Port Private Port MRC per GB FR Access MRC per GB Other Access MRC per GB 0 — 4,536 GB $4,000 00 NIA $1.56 $3.32 4,536.01 — 5,832 GB $4,000.00 NIA $1.43 $3.02 5,832.01 — 7,128 GB $4,000 00 N/A $1.33 $2.86 7,128.01 —8,424 GB $4,000 00 N/A Si .27 $2.67 8,424.01 —9,720 GB $4,000.00 N/A $1.20 $2 54 9,720.01 — 11,016 GB $4,0b0 00 N/A $1.14 $2.41 1 1.016.01 — 20,088 GB $4.000.00 N/A 51.11 $2.31 Data Transfer OC12 Data Transfer Minimum =11,664GB NRC Internet Port FR Access MRC per GB Other Access MRC per GB Enhanced Port MRC per GB N/A N/A N/A N/A N/A N/A Private Port MRC per GB Enhanced Port MRC per GB Op ID #: 51519370 Contract Code. 600053 Page 17 of 24 © Centurytink, Inc. All Rights Reserved. CONFIDENTIAL CGT v1.040912 CENTURYLINK LOYAL ADVANTAGE® AGREEMENT DOMESTIC CENTURYLINK IQ® NETWORKING SERVICE EXHIBIT PRICING ATTACHMENT 0- 11,664 GB $6,000.00 N/A $1.56 $3.28 N/A 11,664.01 - 17,496 GB $6,000.00 N/A $1,43 $2.99 N/A 17,496.01 - 23,328 GB $6,000.00 N/A -$1.33 $2.76 N/A 23,328.01 - 29,160 GB $6,000.00 N/A $1.24 $2.60 N/A 29,160.01 - 34,992 GB $6-000.00 N/A $1.14 $2.41 N/A 34,992.01 - 40,824 GB $6,000.00 N/A $1.11 $2.28 N/A 40,824.01 - 46,656 GB $6,000.00 N/A $1.01 $2.15 N/A 46,656.01 - 80,611 GB $6,000,00 N/A $0.98 $2.05 N/A Data Transfer 0C48 Data Transfer Minimum = 34,992 GB NRC Internet Port Private Port MRC per GB Enhanced Port MRC per GB FR Access MRC per GB Other Access MRC per GB 0 - 34,992 GB $10,000.00 N/A $1.37 $2.89 N/A 34,992.01-64,800 GB $10,000.00 N/A $1.24 $2.63 N/A 64,800.01 - 94,608 GB $10,000.00 N/A $1.11 $2.37 N/A 94,608.01 - 124,416 GB $10,000.00 N/A $1.04 $2.18 N/A 124,416.01 - 154,244 GB $10,000.00 N/A $0.94 $1.98 N/A 154,224.01 - 184,032 GB $10,000.00 N/A $0.91 $1.89 N/A 184,032.01 - 213,840 GB $10,000.00 N/A $0.81 $1.72 N/A 213,840.01 -243,648 GB $10,000.00 NIA $0.78 $1.63 N/A 243,648_01 - 273,456 GB $10.000.00 N/A $0.75 $1.53 N/A 273.456_01 - 322,445 GB $10,000.00 N/A $0.68 $1.43 N/A Data Transfer Ethernet Data Transfer Minimum = 130 GB NRC Internet Port Private Port MRC per GB Enhanced Port MRC per GB FR Access MRC per GB Other Access MRC per GB 0-130 GB $1,000.00 N/A $4.62 N/A N/A 130.01-259 GB $1,000.00 N/A $4.19 N/A N/A 259.01-389 GB $1,000.00 N/A $3.32 N/A N/A 389.01-518 GB $1,000.00 N/A $2.76 N/A N/A 518.01-648 GB $1,000.00 N/A $2.34 N/A N/A 648.01-778 GB $1,000.0 N/A $2.05 N/A N/A 778.01-907 GB $1,000.00 N/A $1_82 N/A N/A 907.01-1,296 GB $1,000.00 N/A $1.63 N/A N/A Data Transfer Fast Ethernet Data Transfer Minimum = 1,296 GB NRC Internet Port Private Port MRC per GB Enhanced Port MRC per GB FR Access MRC per GB Other Access MRC per GB 0-1,296 GB $1,500.00 N/A $1.89 N/A N/A 1,296.01-2,592 GB $1,500.00 N/A $1.72 N/A N/A 2,592.01-3,888 GB $1,500.00 N/A $1.56 N/A N/A 3,888.01-5,184 GB $1,500.00 N/A $1.40 N/A N/A 5,184.016,480 GB $1,500.00 N/A $1.30 N/A N/A 6,480.01-7,776 GB $1,500.00 N/A $1.20 N/A N/A 7,776.01-9,072 GB $1,500.0 N/A $1.11 N/A N/A 9,072.01-10,368 GB $1,500.00 N/A $1.04 N/A N/A 10,368.01-11,664 GB $1,500.00 N/A $0.98 N/A N/A 11,664.01 GB® $1,500.00 N/A $0.91 N/A N/A Data Transfer Gigabit Ethernet Data Transfer Minimum = 12,960 GB NRC Internet Port Private Port MRC per GB Enhanced Port MRC per GB FR Access MRC per GB Other Access MRC per GB 0-12,960 GB $4,000.00 N/A $1.53 N/A N/A 12,960.01-19,440 GB $4,000.00 N/A $1.37 N/A N/A 19,440.01-25,920 GB $4,000.00 N/A $1.30 N/A N/A 25,920.01-32,400 GB $4,000.00 N/A $1.24 N/A N/A 32,400.01-38,880 GB $4,000.00 N/A $1.20 N/A N/A 38,880_01-45,360 GB $4,000.00 N/A $1.11 N/A N/A 45,360.01-51840 GB $4,000.00 N/A $1.07 N/A N/A 51,840.01 -64,800 GB $4,000.00 N/A $1.04 N/A N/A Op ID #: 51519370 Contract Code: 600053 Page 18 of 24 CONFIDENTIAL ©CenturyLink, Inc. NI Right Reserved. CGT v1.040912 CENTURYLINK LOYAL ADVANTAGE® AGREEMENT DOMESTIC CENTURYLINK IQA NETWORKING SERVICE EXHIBIT PRICING ATTACHMENT 64,800.01-7/,760 GB $4,000.00 N/A $0.98 N/A N/A 77,760.01-90,720 GB $4,000.00 N/A $0.91 N/A N/A 90,720.01-103,680 GB S4,000.00 N/A $0.85 N/A N/A 103,680.01-116,640 GB $4,000.00 N/A $078 N/A N/A 116,640.01 GB+ $4,000.00 N/A $0.75 N/A N/A (a) NRC Waiver. So long as Customer is not in default of any obligations under the Agreement, Cantur/l inkwill waive the Install NRCs for Internet Ports. The Internet Ports must remain installed for at least 12 months. Private Ports and Enhanced Ports are not eligible for any waiver or discount off Install NRCs. Op ID #: 51519370 Contract Code: 600053 Page 19 of 24 ©CenturyLink, Inc. All Right Reserved. CONFIDENTIAL CGT v1.040912 ATTACHMENT 1 LIMITED LETTER OF AGENCY between WELD COUNTY - CO ("Customer") and Qwest Communications Company, LLC dlbla CenturyLink QCC ("CenturyLink") This Invited letter of agency ("LOA") hereby authorizes CenturyLink to act as the Customers Agent for the limited purpose of contacting Customer's designated Local Exchange Carrier ("LEG"), Interexchange Carrier ("IXC"), Internet Service Provider ("ISP"), and/or Customer Premises Equtiment ("CPE") Maintenance Provider in conjunction with Network Management service ("Service"). Service activities will consist of workng with Customer's LEC, IXC, ISP, and/or CPE Maintenance Provider for the purpose oft (a) extracting information concerning transmission data elements carried over Customer's network mnnection; (b) identifying Customers links or data link connection identifiers ("DLCIs'); (c) opening, tracking, and dosing troude ticket with the LEG, IXC, ISP, or CPE Maintenance Provider on Customers transport links or CPE when an alarm or fault has been detected; (d) dispatching CPE Maintenance repair personnel on behalf of Customer to CPE for which a fault has been detected; and (e) dsassing fault information with the LEG, IXC or CPE Maintenance Provider on behalf of Customer to facilitate resdution of the problem. Centurytink does not assume any of Customer's liabilities associated with any of the services the Customer may use. Centuryt ink assumes no liabilities in its performanceof duties herein. The term of this LOA will commence on the date of execution bdow and will continue in full force and effect until terminated with 30 days written notice by one party to the other or until the expiration or termination of the Service itself. A copy of this LOA will, upon presentation to LEG, IXC, ISP, and/or CPE Maintenance Provider, as applicable, be deemed authorization for CenturyLink to proceed on Customers behalf. WELD COUNTY- CO Customer Company Name Auth&rizeYA5igra uTre of Customer William F. Garcia Print or Type Name Chair, Board of Weld County Commissioners Title APR 2 9 2013 Date :747/3 - /225 CENTURYLINK LOYAL ADVANTAGETM AGREEMENT LOCAL ACCESS SERVICE Et: MINT 1. Service Description and Availability. 1.1 Description. Service provides the physical connection between the Service Address and the CenturyLink Domestic Network Service includes any entrance cable or drop wire to, and equipment maintained by CenturyLink at the Demarcation Point, but does not include CPE, E#ended Wiring, inside wiring, or other equipment not maintained by CenturyLink. Customer is responsible for any additional terminations beyond the Demarcation Point. Al equipment owned by CenturyLink mains property of CenturyLink. Customer disclaims any interest in any equipment, property or licenses used by CenturyLink to provide Service. CenturyLink will not provide Service to a residential location, even if business is conducted at that location. Service is not a standalone service and Custom ermust purchase the Service in connection with another CenturyLink service for which a local lop s required. 1.2 Types of Service Technologies. CenturyLink uses the following different technologies to provide Service. Some technologies or speeds may not be available in all areas or with certain types of Service. (a) Special Access. "Special Access" means Service using digital signal bandwidths D50, DS1 and DS3 or Optical Carver signal bandwidths OC3, OC12, OC48 and OC192. (b) Ethernet Local Access ("ELA"). ELA is available at bandwidths varying from 1 Mops to 1,000 Ivlbps (1G) and 10G (Cross - Connect Access only). ELA is available in the following options: Native Basic, Native Premier Identical, Native Premier Alignment, ELA over SONET, or Ethernet Virtual Access ("EVA'). "Native Basic' is a layer2, switched, native service using a standard Ethernet offering from the local access provider. Native Basic is not recommended for use with real time traffic. "Native Premier Identical" is a layer 2, switched, native service using the highest grade metro Ethernet offering from the local access provider. Native Premier Iden tical is only available with the following CenturyLink services: CenturyLink IQTM Networking Private Port or Enhanced Port with Secure Internet Gateway, E -Line, Optical Wavelength Service ("OWS"), or Ethernet Private Line ("EPL"). Native Premier Identical circuit speed must match the ma>dmurn CenturyLink IQ Networking port, E -Line, OWS or EPL bandwidth. "Native Premier Aignment" s a layer 2, switched, native service closely aligning the CenturyLink IQ Networking QoS and the metro Ethernet class of service offering from the local access provider and is only available with CenturyLink IQ Networking Private Port or Enhanced Port with Secure Internet Gateway. Native Premier Identical or Alignment may be used to support QoS for real time traffic. "ELA over SONET' is a layer 1, SONET-based service. EVA is a layer 2, Ethernet -based service that provides customers with a premium non -oversubscribed connection with Fast E and Gig E connection types. Customer may ecierience delayed installation intervals due to construction requirements and available bandwidths may be limited due to distance and available Ethernet -supported facilities from the local access provider. (c) Wavelength Local Access. "Wavelength Local Access" means Service using wave division multipleAng technology. Wavelength Local Access is available at bandwidths of 1 GbE, 10 GbE LAN PHY, 2.5 G (OC48), 10 GbE WAN PHY(OC192), 40G, OTU1, OTU2, OTU3, 1G, 2G, 4G and 10O. (d) Frame Local Access. "Frame Local Access" means Leased Access using frame relay technology. Frame Local Access is available at bandwidths varying from 56 kbps to 44,736 kbps. When providing Frame Local Access, Customer has the option to have CenturyLink monitor Service for performance and up/down stats via a management permanent virtual circuit. By ordering Frame Local Access with monitoring, Customer agrees to provide CenturyLink with access to the serial interface of iis customer premises equipment to allow CenturyLink to monitor the availability of Frame Local Access. By ordering Frame Local Access without monitoring, Customer understands that CenturyLink will not monitor the availability of Frame Local Access. (e) ATM Local Access. "ATM Local Access" means Leased Access using ATM technology. ATM Local Access is available at bandwidths of DS1, DS3, OC3, and OC12. (f) DSL Local Access. "DSL Local Access" means Leased Arress using digital subscriber line ("DSL") technology. DSL Local Avress is available at bandwidths varying from 128 kbps/64 kbps to 15000 M ps/1000 ivbps. Customer may experience delayed installation intervals due to Construction requirements and available bandwidths may be limited due to distance and available DSL- supported facilities from the local access provider. 1.3 Types of Service. CenturyLink offers the following three types of Service: CenturyLink Provided Arress, Customer Provided Access or Cross -Connect Access. (a) CenturyLink Provided Access. "CenturyLink Provided Access" or "CLPA' means either On -Net Access or Leased Access. (i) On -Net Access. For On -Net Access, Customer must be located in a CenturyLink designated building in which On -Net Access is generally available. On -Net Access is generally available as Special Access (except at the DSO bandwdth), ELA and Wavelength Local Access. Depending on the Service Address, On -Net Access may be provided through an existing CPOP, newly built CPOP, eAsting infra -building local loop facilities, or connections to a third party provider where CenturyLink coordinates the connectivity between CenturyLink fadlities and facilities of a service provider with whom CenturyLink is interconnected. On -Net Access is subject to the On -Net Service Level Agreement located at http://gwest.centurytink.com/legal/, which is subject to change. (ii) Leased Access. Leased Access is generally available as Special Access, ELA Wavelength Local Access, ATM Local Access, Frame Local Access, and DSL Local Access at the bandwidths described in this Service Exhibit for ti use access types. Customer may Op ID #: 51519370 Contract Code: 600053 CONK DENTIAL Page 21 of24 ©CenturyLink. Al Rights Reserved. CGT v1.040513 CENTURYLINK LOYAL ADVANTAGE'" AGREEMENT LOCAL ACCESS SERVICE EXHIBIT request a specific bcal access provider for Leased Access from a list of available providers with whom CenturyLink has interconnect agreement. Centurytink will attempt to use the Customer requested provider, but both final routing and the provider actually used will be chosen by CenturyLink. Where available for Special Access, ELA and Wavelength Local Access, Customer may request CenturyLink to provide a separate fiber facility path for a protection system between the local access provider's serving wire center and the Service Address ("Protect Route"). Protect Route uses backup electronics and two physically separate facility paths in the provisioning of Serif ce. If the working facility or electronics fail, or the Service performance beam es impaired, the facility is designed to automatically switch to the Service protect path in order to maintain a near -continuous flow of information between locations. Special Access and ELA are also generally available as a central office meet point at a local access provider central office to which Customer has a dedicated connection. (b) Customer Provided Access. "Customer Provided Access' or "CPA' means a local loop that Customer orders from a local access provider to connect the Customer premises to the CenturyLink Domestic Network at a connection point specified by CenturyLink. CenturyLink will provide Customer with a limited letter of agency ("LOA'), which is incorporated by this reference, authorizing Customer to act as CenturyLink's agent so that Customer's local access provider will connect Customer's premises to the CenturyLink Domestic Network- Customer will also need to execute a CPA -DAR Addendum for CPA POP with ELA or Wavelength Local Access. Customer will pay a CPA charge to CenturyLink when Customer uses the following: (a) Special Access CPA dedicated facilities or ELA CPA virtual local area network ("VLAN'), both of which are dedicated entrance faclties CenturyLink leases from a local access provider and that carry traffic only from CenturyLink; or (b) ELA CPA POP, which requires CenturyLink to provide space and power for the local access provider to instal Ethernet equipment; or (c) Wavelength Local Access. Customer will pay a CPA charge to Centurytink when Customer uses Special Access CPA non -dedicated facilities owned by local access providers and that carry traffic from multiple carriers, induding CenturyLink, if the provider charges CenturyLink for those facilities. CPA ELA VLAN is an access type where CenturyLink will provision and assign an Ethernet virtual circuit from a CenturyLink POP to a Customer designated Ethernet facility leased from a common Ethernet service provider. This access will be used to connect to a Centurytink 'LAN assignment on a Centurylink IQ Networking Internet or Private Port or E -Line. CenturyLink will not bill customer a CPA charge for an IP layer 3 expansion site became Customer, not Centurytink, is responsible for ordering a cross -connect from the IP layer 3 expansion site manager to meet CenturyLink in the IP layer 3 expansion site's meet -rite -room. CPA is the responsibility of Customer and CenturyLink will not pay for or troubleshoot components of CPA (c) Cross -Connect Access. "Cross -Connect Access' or "XCA" means: (a) an intra-POP connection between certain Customer facilities with direct access to the Centurytink Domestic Network and the CenturyLink backbone access point (either (i) located within CenturyLink's transport area where CenturyLink allows Customer to bring its own fiber directly to the CenturyLink fiber under an executed Direct Connect Agreement ("Direct Connect") or (ii) in an area where Customer has leased space in a CPOP, a remote collocation site, or a collocation hotel under a Telecommunications Collocation License Agreement or (b) a connection between a Savvis data center and a CenturyLink IQ Networking Port, OWS, or E -Line ("Sawis Access") under an executed Savvis Service Exhibit with a CenturyLink IQ Networking, OWS or E -Line Service Exhibit. Savvis Access is available in bandwidths of 100 Mops, 1G, and 10G (Centurylink IQ Networking and OWS only) Direct Connect requires splicing of Custom er and Centurytink fibers and cross -connection of individual circuit. 1.4 RSS. The Customer understands that Service is an interstate telecommunications service, as defined by Federal Communications Commission regulations and represent that during the Term, more than 10% of its usage will be interstate usage. 2. Ordering. Upon acceptance of an order for a Service, CenturyLink will notify Customer of CenturyLink's target date for the delivery of that Service ("Estimated Availability Date"). Once CenturyLink notifies Customer of the Estimated Availability Date for a Service, cancellation fees or Cancellation Charges set forth in the Cancellation section below will apply to any cancellation of that order. Centurytink wll use commercially reasonable efforts to install each such Service on or before. the Estimated Availability Date, but the inabilityof CenturyLink to deliver Service by such dates not a default under the Agreement or this Service Exhibit 3. Charges. Customer will pay the rates set forth in a quote for Service issued by CenturyLink or set forth in the RSS, including all applicable ancillary service charges. Centurytink invoices MRCS in advance and NRCs in arrears. If the Start of Service Date for any Service falls on any day other than the first day of the month, the fist invoice to Customer will artist of: (a) the pro -rata portion of the applicable MRC covering the period from the Start of Service Date to the first day of the subsequent month; and (b) the MRC for the following month- Charges for Service will not be used to calculate Contributory Charges, 3.1 Ancillary Charges. Ancillary charges applicable to Service include but are not limited to these ancillary services set forth in this section. If an ancillary charge applies in connection with provisioning a particular Service, CenturyLink will notify Customer of the ancilarycharge to be billed to Customer. Customer may either approve or disapprove Centurytink providing the andlbry service. (a) Expedite. A local loop expedite charge applies to orders where Customer requests the delivery of Service one or more days before the Estimated Availability Date. Customer may only request to expedite CenturyLink Provided P 'ass of Special Access and ELA orders (where underlying local access provider allows Centurylink CCC to order an expedited service.) (b) Extended Wiring. "Extended Wring" means additional wiring required for orders where the Customer requested termination point for Service is not located in the same location as the Demarcation Point The Demarcation Point is typically located at a suitable location in the basement or on the first floor of a Service Address where provision is made for termination of CenturyLink's outside Op ID #:51519370 Contract Code: 600053 Page 22 of 24 CONRDENTIAL © CenturyLink. All Rights Reserved. CGT v1.040513 CENTURYLINK LOYAL ADVANTAGE"' AGREEMENT LOCAL ACCESS SERVICE EXHIBIT distribution network facilities. Customer may only request Extended Wiring for (i) Special Access ordered as Leased Access and (ii) DSL Local Access. (c) Construction. Construction charges apply if special construction is required to extend Service to a Demarcation Point not covered by Extended Wiring or other activities that may cause CenturyLink to incur expenses for provisioning the Service (e.g., special arrangements of LEC facilities or equipment required to activate the Service) ("Construction"). if Customer does not approve of the Construction charges after CenturyUink notifies Customer of the charges, the Service ordered will be deemed cancelled. (d) Multiplexing. Customer may request multipiercing for Special Access where available. CenturyUink will multiplex lower level local loop into a higher local loop, or vice -versa, for an additional charge. CenturyLink offers multiplexing at a CPOP, at an On -Net Access building or at an ILEC/CLEC facility providing the Leased Access. For multiplexing at a Centurylink On -Net Access building, CenturyLink provides multiplexed circuit handoffs to Customer at the same On -Net Access Service Address. For multiplexing at ILEC/CLEC facility, CenturyLink facilitates the delivery of multiplexed circuit handoffs to Customer at a single Service Address or at multiple Service Addresses per Customers request. Multiplexing is generaly available at DS1 and OCn circuit levels. Pricing for multiplexing at an ILEC/CLEC facility is on an individual case basis. (e) Changes. Ancillary change charge applies where Customer requests CenturyLink to change a local loop to a different Service Address that is within the same Customerserving wire center as the existing local loop, but a Cancellation Charge does not a pply. (I) CenturyLink Provided Access Install NRC Discount. ACentur 4Jnk Provided Access Service Install NRC spedfied on a valid quote form or Pricing Attachment for Local Access will receive a 100% discount so long as such Service ordered hereunder and subject to this discount remains installed and used by Customer for at least 12 consecutive months ("Minimum Discount Term"). If this Agreement or any Service subject to this discount is terminated or cancelled prior to the conclusion of the f nimum Discount Term for reasons other than for Cause by Customer, Custom ermust repay (in addition to any applicable Cancellation Charge) the amount of the applicable CenturyLink Provided Access Install NRC discounted pursuant to this Section within 30 days of such termination or cancellation. Supplemental NRCs, including but not limited to: Construction, Extended Wiring, Local Loop Expedite, Local Loop Change Fee and Multiplexing, Customer Provided Access NRCs, and Cross -Conned NRCs are not eligible for any discount. 4. Term; Cancellation. 4.1 Term. The term of an individual Service begins on the Start of Service Date for that Service and continues for the number of months specified in the quote for Service issued by CenturyLink ("Initial Service Term"). Excluding voice bops and Savvis Access with a month -to- month Initial Service Term, the Initial Service Term will not be less than 12 months. Upon expiration of the Initial Service Term, Service will automatically renew for a period equal to the Initial Service Term length ("Renewal Service Term"). CenturyLink may change rates at anytime after the Initial Service Term, but will not change rates more than once during a Renewal Service Term, 4.2 Cancellation. Upon cancellation of a Service, Customer will remain liable for (a) charges accrued but unpaid as of the cancellation date (including MRCs, NRCs and Construction charges and other ancillary charges), (b) the amount of any NRCs that CenturyLink discounted or waived, if canceled during the first 12 months of the Initial Service Term and (c) any applicable cancellation fees and Cancellation Charges as set forth below. (a) Leased Access and On -Net Access —Cancellation Before the Start of Service Date. If Customer cancels a Leased Access or On -Net Access order before the Start of Service Date for which no Construction is necessary, Customer will pay the cancellation fee identified in the below table based on the bandwidth of the canceled Service. If before the Start of Service Date, Customer cancels a Leased Access or On -Net Access order for which Customer approved a Construction charge, Customer will pay. (i) the cancellation fee identified in the table below based on the bandwidth of the canceled Service and (ii) the unpaid Construction charges. But if CenturyLink notifies Customer that Construction is required to provision a Service order and Customer cancels that order before the Start of Service Date because Customer disapproves of the Construction charge, the cancellation fee does not apply. Leased Access and On -Net Access Service Bandwidtht Before Start of Service Date Cancellation Fee DSO (Leased Access only), DS1, DSL Local Access speeds up to 1536 Kbps/1.024 Mops, Frame Local Arrpss speeds up to 1.5 Maps $150 NRC DS3, OCn, DSL Local Access speeds greater than 1536 Kbps/1.024 Mbps, Frame Local Access speeds greater than 1.5 Mbps; all ELA speeds, all Wavelength Local Access speeds $500 NRC tlncludes all types of Service Technology unless otherwise noted. (b) All Service Types —Cancellation After the Start of Service Date. If a Service is canceled by Customer other than for Cause. or by Centurylink for Cause, before the conclusion of its Initial Service Term, Customer will pay a "Cancellation Charge' equal to: (i) 100% of the balance of the MRCS that otherwise would have become due for the unexpired portion of the first 12 months of tie Initial Service Term, if any, plus (ii) 35% of the balance of the NRCs that Otherwise would have become due for the unexpired portion , if any, of the Initial Service Term beyond the first 12 months. Op ID #: 51519370 Contract Code: 600053 Page 23 of 24 CONRDENTIAL ©Centurytink. All Rights Reserved. CGT v1.040513 CENTURYLINK LOYAL ADVANTAGE" AGREEMENT LOCAL ACCESS SERVICE EXIIAIT (c) Moves. When Customer requests that CenturyLink move a local loop to a different Service Address that is not within the same Customer serving wire center as the existing local loop such move will be deemed a disconnect of the current local loop to which a Cancellation Charge applies and a new install of a new local loop. (d) Waiver of Cancellation Charges. CenturyLink will waive the Cancellation Charge for a cancelled Service: (i) When Customer cancels a Spedal Access ordered as Leased Access if it is (A) D53 or less, (B) s not part of a bundle or package offering that required Customer to order the local loop with otherservice components and (C) the local loop's Start of Service Date was at least 12 months prior to the requested date of cancellation. (i1) When Customer upgrades existing Special Access, Native Basic, Native Premier, ELA over SONET, or Wavelength Local Access ("Existing CLPA Service") with new Service within the same specific type of Service technology at a higher Service speed (e.g., Special Access DS1 to Special Access DS3 or Native Basic Fast E to Native Basic Gig E) and with the same local access provider ("Upgraded CLPA Service"). The Upgraded CLPA Service wit have a new Service Tenn beginning on it Start of Service Date. If the type of Service technology changes when Customer upgrades 6dsti ng CLPA Service, Customer m test pay Cancellation Charges. (e) Customer Provided Access —Cancellation of Connectivity after Start of Service Date. To canoe CPA Customer must provide CenturyLink with a written disconnect firm order confirmation ('DFOC-) notice from Customers CPA provider along with notice to cancel the CPA If Customer fails to provide CenturyLink with the DFOC notice within 30 calendar days after CenturyLink's receipt of the notice to caned the CPA or if CenturyLink disconnects CPA for Cause, then CenturyLink may dscomect the CPA or require the CPA provider to do so. Customer will remain liable for charges for the connectivity to CPA (even if Customer cannot use the CPA) until: (i) Customer furnishes the required DFOC to Centurytink; or (ii) either party cancels the associated CPAwith the CPA provider. 4.3 Grooming. If CenturyLink plans to groom a circuit on which Service is provided, CenturyLink will provide a grooming notice to Customer. For CPA dedicated facilities grooming, Customer will provide a signed LOA to Centurytink so that Centurytink can order the necessary changes. Within 20 calendar days after receipt of that notice, Customer will: (a) notify Centurytink of its approval, which may not be unreasonably withheld; (b) state its reason for refusing; or (c) request that CenturyLink provide Customer with an LOA so Customer can order the necessary changes. Customers failure to respond within the 20 -day period will corstitute approval of the groom. If the groom results in Customer incurring additional NJ Cs from it local access provider and Customer provides sufficient proof of the local access provider charge, CenturyLink will issue a credit to Customer equal to the local access provider NRC for each groomed circuit. If Customer refuses the groom for On -Net Access, Centurytink will, upon 20 calendar days' prior written notice, cancel the Service on that circuit and assess a Cancellation Charge. When Customer does not respond to a CPAdedicated facilities grooming notice or refuses a CPA dedicated facilities groom, Customer must either: (a) provide Centurytink with a LOA/CFA so that CenturyLink can have the local access provider cancel the circuit; or (b) work directly with the local access provider to cancel the circuit. Customer does neither of these things, Centurytink will pass through to Customer any costs incurred by CenturyLink from the local access provider as a result of the circuit remaining in place. "CFA" means circuit facility assignment of the CenturyLink facility, as ideNified by CenturyLink, to which Customer must order a local loop for connection to the CenturyLink Domestic Network. 5. Definitions. Capitalized terms not defined in this Service Exhibit are defined in the Agreement. "CenturyLink Domestic Network" means the CenturyLink network located within the contiguous U.S. states and Hawaii, which is comprised only of physical media, including switches, circuits, and ports that are operated by CenturyLink. "CPOP" means a CenturyLink-owned physical point of presence that lies directly on the Centurytink Domestic Network where direct interconnection between the CenturyLink Domestic Network and a local access provider's network is possible. "Demarcation Point" means. (a) the physical interface between the Centurytink Dan es tic Network and Customers telecommunications equipment or (b) the physical interface between a local across provider comecting the Centurytink Domestic Network to Custom ers telecommunications equipment. "Leased Access' means local backbone access circuits ordered and leased by CenturyLink from a local arrPcs provider chosen by Centurytink. "Service Address" means the business building where Customer receives the Service. "Start of Service Date" for each circuit is the date Customer accepts the circuit, following notification by Centurytink that the local loop is ready. The ready notification will be via phone call or e-mail. Customer has five days from CenturytinKs ready notification in which to inform Centurytink if the circuit fails to operate error -free. Within the five-day ton eframe, if Customer neither informs CenturyLink about errors nor accept the circuit, the circuit will be considered to have been accepted and the Start of Service Date to have commenced on the fifth day following Centurytinks ready notification, regardless of whether Customer placed traffic over the circuit. If Customer informs Centurytink of circuit errors within the five-day timeframe, Centurytink will promptly take necessary, reasonable action to correct the errors, and upon correction, noti fyCustom er that the circuit is ready. Op ID #:51519370 Contract Code: 600053 CONFIDENTIAL Page 24 of 24 ©CenturyLink. All Rights Reserved. CGT v1.040513 CenturyLinkTM QCC QI1oII' to a Ilp4•0731fiae Quota Dale 14,1094n QccP(oa/IQNeMakno meme.Port citi4/I TleleC Is E 3 Year MIC I s' -43001 Mad Quote Tc.aIsI t.Kr1 52.43321 narl SD 00 5300 CenturyLinkTM QCC Otote In )0110410➢1666 Quote Oatr„4t100013 OCC PIWum 0 Nelworana Inteuat Port Two OPA-FLA-Nellvo Connection T VIA, PFamet Port Bill a loos rioted Pon Sneed- 1000a Pat Bende,tft TO Moon NPANXX Fnlorat 07.1500 NPNNXX Wad to Gnm 9]0505 Addreaa FtYUPP N 116 City Orate 7a4rorlov CC POave 0.4 Pnm Trackira.13041069791 ma6tA 30 Mhos-Fas't Ethernet Coot Prem,El A Handal : Fasts Tea^ 3 00ar NPNNXX-.970556 LA'A. 656 WEST CORPORATIONCO SVC CLLI Cade: NA Crly GRFFI FY $late: CO Telco INA/EST LOCAL Llrlrode : 0F000O26 C EM/FR State CO V Gnrdinato 7500 HCcardrate. N666 MIloeoe-fncinm I5WC'e POP NAP NA bran -room.lt t04.369]591 Standard IMRCVI 00300 installation INRCL$000 irrItnilliffIlt IIIIIIIIISI4 The data used foe this pool, such as the proposed routing may be different than what is actually routed by provrsioning. CenturyLinkTM QCC Terms and Conditions These rates are Sit MIS days scm 0/e 'Quote Dad found is env bNera thee document and al quotes we be nerds by CantUryt.ir*DCC wderersryet the tine a Sawn Order is sissified. The abase pacing is based on the current SEC nfoWdure end the @eeotsed Special Access Tariff Se Memento My specter cnlrnchn repaired SI sorsa IM1se cheeses. Centurstink DCC will charge en Sates' wally reammp Pharr (MCI for CPA (Customer nmWdl Rasa). This charge Is In Irlam far DS -0' OVOIt OG192senira end needs lo be applied to alias, CmturyLW^• 0CC Ic rams net associated with capaal eapeMWeee be entrance tansies. The ct®ge cannot ho waived Calurylink^' DCC Express customers are not elgide for the pamdbnel peas. Unless quote expressly slates Preferred Ranter, ant penswileined Si e0/ quote repress% local MOSS pricing fa he comer end mule selected byC entivd_ customer requests fora specific carrier (Preferred Protier)is shied to alumni picirg end mores*wore¢p�dbl� the Wee; leek °isromnrS note William F. Garcia, Chair APR 2 9 2013 1lam- mss. e 2a. C CenNyllnk Rep. Sigmas -MI `3(/3 Dale Signed Quote ID 30130410211065! Oslo Date. 1;+0/2013 Page 3 eta c70/S - /co ;a CenturyLink- ELA Local Loop Final Quote Quote Date: 04/19/2013 The ELA Pricing Desk prices the local loop only. Quote Ex Tres: 08/1712013 Quote Details "ak/li is .a-'-' ' r , 4: r p:i ' F .^ M- : ' a, I : WELD COUNTY CRIME LAB ,ip S t 20130411 NOLANPM bw Quote Dien N/A A CO1330760 Bar dRti FastE 30Mb Product to which ELA wIU c lril IQ Internet - Tiered CenturyLink Provided Access ELA Native CTL / QC - Local - a . ELA, t oop T ' Check SLC y -4,, m`r^ Protection No a. x P. $ vN� $:loot (Cheek etr` r Qwest Communications �i d/b/a Centu Link QCC " , r.; 6:'G � A.,$1288 Company, LLC li-C $1260 Special G.f15tr UCti.f1 None $1260 None $1214 El Ylea T:^li;r+z : �;1, $1143 $0 None 4 Year $1143 $0 None :=;"' �..,'. �, f...` 5Yt3.i •r �x'S` $1069 L•cati • n lnf. rmati. SO None 's 2329 115TH AVE s� -s�` r �t sT{r fnt >f GREELEY � ` ^ �G.. Y ../...•.• art; a prr : kit ' CO Sp cial C .rlsirllctl. ***Special Construction is required. Special construction charges are included in the quoted MRC and NRC rate based on the minimum required revenue (MRR) and the term of circuit. The terms and rates in this quotation are CenturyLink confidential information are not binding until acceptance by CenturyLink of a valid service order. Additional fees, charges and surcharges (such as extended wiring, expedite fees, change order fees. termination liability, etc.) may apply to the services quoted above i i accordance with your CenturyLink service agreement, applicable service exhibits and Product Pricer. This quotation does not constitute an offer by CenturyLink to provide services; all services provided by CenturyLink shalt be governed by the terms and conditions of customers signed CenturyLink service agreement. All services provided by CenturyLink are subject to availability at the time of order. To receive these rates, a valid service order containing the Quote ID number above must be submitted and accepted by CenturyLink prior to the quote expiration date. The undersigned Qwest Communications dlbla CenturyLink By: Name' parties have read and agree to the terms and Company, LLC QCC: - By: condition rth in stom : this Final Quote. Garcia of Weld Cot Ail Rights Reserved. G - ___ / Nam.: William F. Title: Date: Alts ca.-Ski,6;s,.,.oe.,7 Tine: Chair Boa '//- ry//3 Date; Sl2013 CenturyLink, Inc. my Commissioners ;27/ 3 - {075 Hello