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Global Services Agreement [Schedule 1-3] - NASDAQ Stock Market Inc. and MCI WorldCom Communications Inc.

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Global Services Agreement - NASDAQ Stock Market Inc. and MCI WorldCom Communications Inc.

SCHEDULE ONE

REGULATED TARIFFED SERVICES

1. Service Provisioning and Receipt. The Company will provide to Customer intrastate and local telecommunications Service(s) pursuant to the applicable Tariffs of the Company and its US-based affiliates and successors.

2. Services. The provisions in this Schedule contain additional rates, discounts and certain other provisions applicable to the Services provided to Customer pursuant to this Schedule One and the Tariffs (the “Regulated Tariffed Services”).

3. Tariff Option. The Company shall, if required, file a Tariff Option consistent with the terms of this Schedule.

4. Interstate Service Credits.

4.1 Customer will pay standard tariffed rates for domestic intrastate the Company inbound and outbound voice service in all states. Customer will receive a monthly recurring credit to be applied to Customer’s interstate and international Usage Charges for Regulated Non-Tariffed Services hereunder equal to the sum of: (i) the product of a fixed discount of **** multiplied by Customer’s intrastate (except Maryland) outbound voice service (Feature Option 3A) Usage Charges for the current Monthly Period at standard Tariffed rates, plus (ii) the product of a fixed discount of **** multiplied by Customer’s intrastate (except Maryland) inbound voice service (Feature Option 3B) Usage Charges for the current Monthly Period at standard Tariffed rates. Notwithstanding the foregoing, in no event shall the amount of any such Interstate Service Credit exceed Customer’s interstate and international Usage Charges for Regulated Non-Tariffed Services for the Monthly Period in which such credit is to be applied. All of the foregoing credits are in lieu of any other rates or discounts (tariffed or otherwise).

4.2 Customer shall receive each month a credit against its interstate the Company switched data service Usage Charges in an amount equal to the sum of (i) the product of a fixed discount of **** multiplied by Customer’s intrastate the Company switched data service (Feature Option 3A) Usage Charges calculated at standard tariff rates for the current Monthly Period at standard Tariffed rates, plus (ii) the product of a fixed discount of **** multiplied by Customer’s intrastate the Company inbound switched data service (Feature Option 3B) Usage Charges for the current Monthly Period at standard Tariffed rates. All of the foregoing credits are in lieu of any other rates or discounts (tariffed or otherwise).

4.3 Notwithstanding the foregoing, in no event shall the aggregate amount of the credits described in this Section 4 exceed Customer’s interstate and international Usage Charges for Regulated Services for the Monthly Period in which such credit is to be applied. All of the foregoing credits are in lieu of any other rates or discounts (tariffed or otherwise).

5. Local Services .

5.1 From time to time during the Term, MCI or the Company may offer local access or local exchange telephone services (collectively, “Local Service”). As of the Effective Date, Local Service is provided by MCI or Company pursuant to applicable state tariffs. “Local Service Charges” (as defined below) will contribute to Customer’s Monthly Minimum, but will not be eligible to receive any discounts under this Agreement unless otherwise expressly stated. For purposes of this Agreement, “Local Service Charges” means the Company’s Tariffed or standard rates and charges for Local Service, net of associated credits or discounts, and includes applicable monthly usage and monthly recurring charges, local line charges, analog and digital trunk charges, and Direct-Inward Dialing analog, digital and number charges. Local

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

Service Charges do not include charges for resold local exchange services, Directory Assistance charges and surcharges, charges for enhanced services (such as charges for voice mail or call manager), non-recurring charges, Operator Services charges and surcharges, access/egress (or related) charges imposed by a third party other than MCI or the Company, applicable sales, use, excise, utility, and gross receipts taxes and other similar tax-like surcharges.

5.2 Where the Company has received applicable regulatory approval and filed the necessary Tariff(s), Customer shall be enrolled in an the Company On-Net Term Plan and will receive the discount associated with the **** and **** (currently ****) on its eligible monthly charges for the Company facilities-based local exchange service. Enrollment in the the Company On-Net Term Plan hereunder is subject to the terms and conditions of the the Company On-Net Term Plan program set forth in the applicable Tariffs or price lists.

Additionally, Customer shall receive a lump sum, incremental credit based on Customer’s calendar year Local Service Charges equal to or in excess of **** in accordance with the table below. For example, if Customer’s annual Local Service Charges equal ****, Customer shall receive a lump sum credit of ****; if Customer’s annual Local Service Charges equal ****, Customer shall receive a lump sum credit of **** calculated as ****.

Annual Local Service Usage		Incremental Credit

****		****
****		****
****		****

Customer shall be eligible for all Company Local Service programs and promotions, exclusive of the Company Charter Member or Company Investor programs and promotional rates and discounts affecting Local Service Charges.

6. Maryland Intrastate Rates.

6.1 In lieu of any other rates or discounts, for intrastate outbound voice service (Option ****) within Maryland, Customer shall receive the following fixed postalized rates based on call origination/termination type:

ORIGINATION	TERMINATION
	LOCAL	DEDICATED	SWITCHED
LOCAL	****	****	****
DEDICATED	****	****	****
SWITCHED	****	****	****

6.2 In lieu of any other rates or discounts, for intrastate inbound voice service (Option ****) within Maryland, Customer shall receive the following fixed postalized rates based on call termination type:

ORIGINATION	TERMINATION
	LOCAL	DEDICATED	SWITCHED
LOCAL	****	****	****
SWITCHED	****	****	****

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

SCHEDULE TWO

UNITED STATES ENHANCED SERVICES

1. Enhanced Service(s). The term “Enhanced Service(s)” means only those non-tariffed and non-regulated services provided by the Company to Customer pursuant to this Schedule Two. Attachment 2-1, attached hereto and incorporated by reference, contains additional rates, discounts and certain other provisions applicable to the Enhanced Services provided to Customer pursuant to this Schedule Two. To the extent that the terms and conditions of Attachment 2-1 are inconsistent with the terms and conditions of this Schedule Two, Attachment 2-1 governs with respect to the corresponding Enhanced Service.

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

ATTACHMENT 2-1

WorldCom Audio-On-Demand

1. Audio-on-Demand Service

Audio-on-Demand Service offers the capability to allow access to a menu of up to twenty (20) stored audio conferences via touch-tone phone. Customer can either administer the application directly or request assistance from the Company to manage the application. Audio-on-Demand Service options include voice response and customized greetings.

2. Rates and Charges

A. Pricing Structure: The pricing structure for WorldCom Audio-On-Demand consists of the following elements: SET-UP FEES, MAINTENANCE FEES, TOLL-FREE NUMBER USAGE CHARGES, TOLL NUMBER USAGE CHARGES, VOICE RESPONSE TRANSCRIPTION FEES, VOICE RESPONSE ACTIVATION FEES, VOICE RESPONSE RETRIEVAL FEES, VOICE RESPONSE TAPE FEES, and VOICE TALENT FEES. All pricing elements shall receive the Company’s then-current standard list rates, as may be changed from time to time. Except as specifically stated herein, the current standard list pricing is as follows:

(i) SET-UP FEES: Customer will be charged the standard list price, currently ****, for the one-time set-up fees associated with WorldCom Audio-On-Demand service.

(ii) MAINTENANCE FEES: Customer will be charged the standard list price, currently ****, during each Monthly Period of the Term for the Maintenance Fees associated with WorldCom Audio-On-Demand service.

(iii) TOLL-FREE NUMBER USAGE CHARGES: Customer will be charged **** per participant for Toll-Free Number Usage charges during each Monthly Period of the Term.

(iv) TOLL NUMBER USAGE CHARGES: Customer will be charged **** per participant for Toll Number Usage charges during each Monthly Period of the Term.

(v) VOICE RESPONSE TRANSCRIPTION FEES: Customer will be charged the standard list price, currently **** plus an administrative access fee* per transcription, for Voice Response Transcription fees. (* ****charge for downloading the information for Voice Response Reporting.)

(vi) VOICE RESPONSE ACTIVATION FEES: Customer will be charged the standard list price, currently **** per activation, for Voice Response Activation Fees.

(vii) VOICE RESPONSE RETRIEVAL FEES: Customer will be charged the standard list price for Voice Response Retrieval fees, which is currently **** per person limited to **** prompts.

(viii) VOICE RESPONSE TAPE FEES: Customer will be charged the standard list price, currently **** per tape used, for Voice Response Tape fees.

(ix) VOICE TALENT FEES: Customer will be charged the standard list price, currently **** for every **** per recorded voice, for Voice Talent fees.

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

ATTACHMENT 2-2

WorldCom Instant Replay PLUS

1. Instant Replay PLUS^SM Service

Instant Replay PLUS^SM is a conferencing application that combines Integrated Voice Response, Voice Messaging and Fax back capabilities. Callers may access a recording of a specific audio conference either by toll-free access or toll access. Recorded prompts give a caller various options, including entering a fax number to receive an agenda or other information by fax, listening to a recording of the audio conference, retrieving a specific “Hot Topic” by recorded message or fax while listening to the audio conference (in which case the caller will temporarily exit out of the recording of the audio conference and return after retrieving the Hot Topic), and leaving detailed messages at the end of the caller’s call. In addition, a caller may pause or rewind the recording. Instant Replay PLUS^SM allows Customer to select up to nine (9) Hot Topics. If a Hot Topic is used as a recorded message, there is a **** time limit per Hot Topic. Customer may choose toll-free access, toll access or both.

2. Rates and Charges

A. Pricing Structure: The pricing structure for WorldCom Instant Replay PLUS consists of the following elements: SET-UP FEES, MAINTENANCE FEES, TOLL-FREE NUMBER USAGE CHARGES, TOLL NUMBER USAGE CHARGES, VOICE RESPONSE TRANSCRIPTION FEE, VOICE RESPONSE ACTIVATION FEES, VOICE RESPONSE RETRIEVAL FEES, VOICE RESPONSE TAPE FEES, DOMESTIC FACSIMILE FEES, and INTERNATIONAL FACSIMILE FEES. All pricing elements shall receive the Company’s then-current standard list rates, as may be changed from time to time. Except as specifically stated herein, the current standard list pricing is as follows:

(i) SET-UP FEES: Customer will be charged the standard list price, currently **** per service, for the one-time set-up fees associated with WorldCom Instant Replay PLUS^SM.

(ii) MAINTENANCE FEES: WorldCom will waive the standard list price during each Monthly Period of the Term for the Maintenance Fees associated with WorldCom Instant Replay PLUS^SM.

(iii) TOLL-FREE NUMBER USAGE CHARGES: Customer will be charged **** per minute per participant for Toll-Free Number Usage charges during each Monthly Period of the Term.

(iv) TOLL NUMBER USAGE CHARGES: Customer will be charged **** per minute per participant for Toll Number Usage charges during each Monthly Period of the Term.

(v) VOICE RESPONSE TRANSCRIPTION FEES: Customer will be charged the standard list price, currently **** plus an administrative access fee* per transcription, for Voice Response Transcription fees. (* **** charge for downloading the information for Voice Response Reporting.)

(vi) VOICE RESPONSE ACTIVATION FEES: Customer will be charged the standard list price, currently **** per activation, for Voice Response Activation Fees.

(vii) VOICE RESPONSE RETRIEVAL FEES: Customer will be charged the standard list price for Voice Response Retrieval fees, which is currently **** per person limited to **** prompts.

(viii) VOICE RESPONSE TAPE FEES: Customer will be charged the standard list price for Voice Response Tape Fees, which is currently **** per tape used.

(ix) DOMESTIC FACSIMILE FEES: Customer will be charged **** per page for Domestic Facsimile Fees associated with WorldCom Instant Replay PLUS^SM.

(x) INTERNATIONAL FACSIMILE FEES: Customer will be charged the then-current standard list price, which varies by where the usage originates from and/or terminates to, for international service.

(xi) INSTANT REPLAY PLUS INDEX SELECT SET-UP FEE: Customer will be charged **** per service* for the set-up fees associated with Instant Replay Plus Index Select.

(xii) INSTANT REPLAY PLUS PRE OR POST-SURVEY SET-UP FEE: Customer will be charged **** per service* for the set-up fees Instant Replay Plus Pre or Post-Survey.

(xiii) INSTANT REPLAY PLUS PRE AND POST SURVERY SET-UP FEE: Customer will be charged **** per service* for the set-up fees associate with Instant Replay Plus Pre and Post Survey.

*Per IVR access number or Multipoint Fax mailbox set up.

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

ATTACHMENT 2-3

RSVP

1. Service Description

RSVP Service is an integrated service offering that allows callers to leave either voice and/or fax messages on a single customer message repository. RSVP Service integrates voice, fax, and data communications into a single number for message receipt and retrieval. Callers can reach an RSVP Service via a dedicated toll-free number or through a toll access number defined by the selected area.

2. Rates and Charges

A. Pricing Structure: The pricing structure for WorldCom RSVP consists of the following elements: SET-UP FEES, MAINTENANCE FEES, TOLL-FREE NUMBER USAGE CHARGES, TOLL NUMBER USAGE CHARGES, VOICE RESPONSE TRANSCRIPTION FEES, VOICE RESPONSE RETRIEVAL FEES, VOICE RESPONSE TAPE FEES, VOICE TALENT FEES, PHONE OR PAGE MESSAGE NOTIFICATION RATES, DOMESTIC FACSIMILE FEES, and INTERNATIONAL FACSIMILE FES. All pricing elements shall receive the Company’s then-current standard list rates, as may be changed from time to time. Except as specifically stated herein, the current standard list pricing is as follows:

(i) SET-UP FEES: Customer will be charged the standard list price, currently ****, for the one-time set-up fees associated with RSVP service.

(ii) MAINTENANCE FEES: The Company will waive the standard list price during each Monthly Period of the Term for the Maintenance Fees associated with RVSP.

(iii) TOLL-FREE NUMBER USAGE CHARGES: Customer will be charged **** per minute per participant for Toll-Free Number Usage charges during each Monthly Period of the Term.

(iv) TOLL NUMBER USAGE CHARGES: Customer will be charged **** per minute per participant for Toll Number Usage charges during each Monthly Period of the Term.

(v) VOICE RESPONSE TRANSCRIPTION FEES: Customer will be charged the standard list price, currently **** plus an administrative access fee* per transcription, for Voice Response Transcription fees. (* **** per minute charge for downloading the information for Voice Response Reporting.)

(vi) VOICE RESPONSE RETRIEVAL FEES: Customer will be charged the standard list price for Voice Response Retrieval fees, which is currently **** per person limited to **** prompts.

(vii) VOICE RESPONSE TAPE FEES: Customer will be charged the standard list price, currently **** per tape used, for Voice Response Tape fees.

(viii) VOICE TALENT FEES: Customer will be charged the standard list price, currently **** for every **** minutes per recorded voice, for Voice Talent fees.

(ix) PHONE OR PAGE MESSAGE NOTIFICATION RATES: Customer will be charged the standard list price, currently **** per notification, for phone or page message notification fees.

(x) DOMESTIC FACSIMILE FEES: Customer will be charged **** per page for Domestic Facsimile Fees associated with RSVP.

(xi) INTERNATIONAL FACSIMILE FEES: Customer will be charged the then-current standard list price, which varies by where the usage originates from and/or terminates to, for international facsimile fees associated with RSVP service.

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

ATTACHMENT 2-4

WorldCom Multipoint Fax

1. Multipoint Fax Service Description. Multipoint Fax provides simultaneous fax document distribution to multiple fax machines or personal computers. In order to make use of the Multipoint Fax Service, Customer must provide the Company with fax distribution lists via e-mail, fax, mail, diskette, or modem. Under Standard Multipoint Fax Service, WorldCom will make up to four (4) attempts to send a fax to each destination on a fax distribution list. After the fax has been successfully delivered to each destination on the list, or after four (4) attempts have been made to deliver the fax to those destinations to which it could not be successfully delivered, Customer will be faxed a Non-Delivery Detail Report or All-Attempt Delivery Detail Report (as specified by the Customer at the time service is established). The Report will show, by destination, whether the transmission was successful or failed. A cover sheet is considered a page. Customer does not pay for any transmitted pages that were not delivered successfully.

The Company also offers the Administrative Software Option, which will provide Customer with all of the features of Standard Multipoint Fax Service, while also providing Customer with the capability to upload distribution lists and initiate a fax distribution from its own PC with fax software. In order to take advantage of the Administrative Software Option, Customer must license the Multipoint Fax administrative software, which must be returned to the Company upon expiration or termination of this Attachment 2-4. If Customer subscribes for the Administrative Software Option, Customer will be permitted to choose: (i) how many attempts it wants the Multipoint Fax Service to make with respect to each destination, (ii) the use of Text Merge, which provides Customer with a choice of the type and positioning of information on the page (up to five fields), (iii) a cover sheet, and (iv) the delivery report received (Non-Delivery Detail Report which only shows failed deliveries or the All-Attempt Delivery Detail Report, which shows successful and failed deliveries).

2. Rates and Charges. Customer shall be charged the then-current Company standard list rates (as may be changed from time to time) for all features associated with Multipoint Fax. Customer will be charged **** per page for domestic fax processing fee. Additionally, the current standard list pricing is as follows:

Description of Fee		Rates and Charges
Set-Up Fees:		**** per Service*

Maintenance Fees:		****

Multipoint Fax Administrative Software License:		****
Fax Processing Fee (International):		****

*Per Multipoint Fax mailbox set up.

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

ATTACHMENT 2-5

WORLDCOM CONFERENCE WEBCAST SERVICE

1. Definitions.

1.1 “Content” refers to the information, materials, copyrights, trademarks, data, images, and any other intellectual property disseminated via the WorldCom Conference Webcast Service. Customer will load the Content through a web-based interface or with the Company’s assistance.

1.2 “Event(s)” shall mean either a live or recorded audio or video one-way conference or an interactive videoconference using audio and video streaming services, which provide for the ability to take an encoded stream and access it from a web site so that one or more Participants can view the live or recorded Event via an Internet browser.

1.3 “Host” refers to the Customer’s single point of contact for all issues relating to the Content. The Host is the main coordinator of the Event and the person who makes reservations for the Event.

1.4 “Maximum Simultaneous Streams” (MSS) refers to the maximum number of Participants who can view an Event, either live or recorded, at the same time.

1.5 “Meeting Manager” is the Company representative who helps the Host and Presenter coordinate the Event.

1.6 “On-Demand Content” refers to Content that is stored and can be viewed by Participants on demand.

1.7 “Participants” refer to those individuals accessing and viewing a Customer’s Event via the WorldCom Conference Webcast Service.

1.8 “Presenter” is the person under whose name the Event has been reserved. The Presenter may also be the Host of the Event.

2. Service Provision. The WorldCom Conference Webcast Service (hereinafter referred to as the “Webcast Service”) is not offered pursuant to a tariff, but shall be provided pursuant to the terms and conditions of this Attachment and applicable provisions in the Agreement. If at any time during the term of this Attachment, the Company tariffs any non-tariffed portion of the Webcast Service provided to Customer (“Newly Tariffed Service”), Customer agrees that such tariff shall govern with respect to the Newly Tariffed Service. The Newly Tariffed Service shall continue to be provided to Customer at the same rates, charges, discounts, term commitment, and volume commitment, if any, as set forth herein.

3. Service Description. The Webcast Service refers to those audio and video streaming services and applications offered by the Company, which provide for the ability to digitally encode Content taken directly from an audioconferencing or videoconferencing bridge and make the Content available for Participants to view the live or recorded Event via an Internet browser. Video streaming services are not currently available.

4. Limits on Use. The Webcast Service is only provided to Customer in conjunction with an operator attended audioconference call (Standard or Premier) or Premier level videoconference call service of WorldCom Conferencing Services. Resale to or use by another organization is prohibited. The Company may suspend the Webcast Service or terminate this Attachment effective upon notice for violation of the terms and conditions of this Section.

5. Term and Usage.

5.1 Term: Customer’s usage of the Webcast Service shall be co-terminous with the term of the Agreement. Installation of the Webcast Service may begin upon Customer’s signature.

5.2 Usage: Customer’s usage of the Webcast Service (after application of applicable discounts) will contribute to Customer’s Monthly Minimum.

6. Rates and Charges. Except as provided herein, the rates and discounts, if any, contained herein will apply through the Term of this Attachment to the service packages (collectively referred to as the “Service Packages”) set forth below in this Section 6. In addition to the charges set forth in this Section 6 for the Service Packages, Customer must pay the applicable charges for the Company Videoconferencing and Audioconferencing Services associated with Customer’s use of the Webcast Service. The pricing set forth in this Section 6 applies to all audio and video Events. An audio Event may not exceed eight (8) hours, and a video Event may not exceed five and one-half (5.5) hours.

6.1 Conference Webcast Audio Streaming Service Package

Participants		Event Price
****		****
****		****
****		****
****		****
****		****
****		****
****		****

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

6.2 Conference Webcast Video Streaming Service Package*

MSS Participants		Event Price
Up to ****		****

*This Service Package not available at this time.

6.3 Conference Webcast Video Streaming Plus Service Package*

MSS Participants		Event Price
Up to 500		$2,600

*This Service Package not available at this time.

6.4 Additional Features

Audio Replay ****

Video Replay for up to **** is included as part of the Conference Webcast Video Streaming and Conference Webcast Video Streaming Plus Service Packages.

Authenticated List Security Feature ****

7. Maximum Number of Participants/Maximum Simultaneous Streams (MSS). (a) The Maximum Number of Participants for all Audio Service Packages is ****. (b) The Maximum Simultaneous Streams for all Video Service Packages is ****.

8. Reservations. Customer must make reservations for an Audio Streaming event at least one hour prior to the time that the Event is scheduled to begin. Customer must make reservations for Video Streaming or Video Streaming Plus Events at least **** prior to the time that the Event is scheduled to begin.

9. Streaming Rates.

9.1 Conference Webcast Video and Audio Streaming Service Packages. With respect to the Conference Webcast Video Streaming and Video Streaming Plus Service Packages, Customer may select one of the following streaming rates: **** for each live and replay event. With respect to the Conference Webcast Audio Streaming Packages, the customer must use an ****stream rate.

10. File Formats. All Video Streaming and Video Streaming Plus Service Packages will include **** media format. Customer must choose between Windows Media or Real Player format at the time it makes its reservation for an Event. All Audio Streaming Service Packages will include two media formats. Customer has the option of using both Windows Media or Real Player format at the time of the Event.

11. On-Demand Storage and Playback Services. All Service Packages will include storage of On-Demand Content in the stream formats and speeds specified for each Service Package for **** from the date on which the Event is concluded. Upon the expiration of the **** storage period, all On-Demand Content will be deleted and no longer accessible to or viewable by Customer. The Company will not be responsible or liable for such storage and/or deletion of any Content, and Customer understands and agrees that (1) such storage is provided for its occasional convenience only, (2) Customer shall not rely on such storage as a means to preserve Content, and (3) if Customer desires to preserve such Content it must do so via its own resources, via third parties, or under a separate agreement with the Company.

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

12. Reporting.

12. Conference Webcast Audio Streaming Service Package. The Audio Streaming Service Package includes post-Event reporting, which provides (i) the total number of participants, (ii) date of Event, and (iii) a list of the Event Participants’ first and last names, company/organization names and e-mail addresses.

12.2 Conference Webcast Video Streaming Service Package. The Video Streaming Service Package includes post-Event reporting, which provides (i) the number of live maximum simultaneous streams, (ii) the number of unique views during a live Event, (iii) the On-Demand MBs transferred and (iv) the number of individual viewers of the On-Demand Content.

12.3 Conference Webcast Video Streaming Plus Service Package. The Video Streaming Plus Service Package includes post-Event reporting, which provides (i) the number of maximum simultaneous streams, (ii) the number of individual viewers during a live Event, (iii) the On-Demand MBs transferred and (iv) the number of unique viewers of the On-Demand Content. The reporting for the Video Streaming Plus Service Package also includes a list of the Event Participants’ first and last names, company/organization names and email addresses as well as a summary of all Participants’ questions and answers and a summary of each Participant’s questions and answers presented during the Event and the results of any polling.

13. Training Session. The Video Streaming Plus Service Packages includes one training session in which a new Host or Presenter of an Event is provided basic instruction on how to use the Webcast Service. The amount and nature of the instruction is within the Company’s sole discretion

14. Live Event Support. All Service Packages include basic live Event support for purposes of initiating dial outs or pushing slides at the Presenter’s request.

15. Backup Attended Audio Conference Call. For backup purposes only, in the event that there are technical difficulties with a videoconference call, all Service Packages include an option for one attended, listen only audio conference call. This attended audio conference call will be billed and charged separately from the charges for the Service Packages. This backup attended audio conference call will be an additional cost charged at the rates set forth in the Agreement for WorldCom Audio conferencing Services. The Customer must select this option at the time it makes its reservation.

16. Standard Security Feature. All Services Packages include a standard security feature (the “Standard Security Feature”). Under the Standard Security Feature, a conference identification number (“Conference ID”) is assigned to each Event, which must be entered by each Participant in order to access and view the Event. Events containing the Standard Security Feature only are sometimes referred to as “public events”.

17. Password Protected Feature and Authenticated List Security Feature.

17.1 Password Protected Feature. In addition to the Standard Security Feature, Customer may choose to have its Event password protected at no additional cost (the “Password Protected Feature”). Under the Password Protected Feature, one password is assigned to an Event so that each Participant enters the same password to access and view the Event. The Password Protected Feature is available with all Service Packages. Events containing the Password Protected Feature are sometimes referred to as “Private Events”.

17.2 Authenticated List Security Feature. In addition to the Standard Security Feature, Customers using Video Streaming or Video Streaming Plus Service Packages may choose the authenticated list security feature (the “Authenticated List Security Feature”) for an additional charge, as set forth in Section 6.4. Under the Authenticated List Security Feature, a different password is assigned to each Participant so that each Participant must enter her/his individual password to access and view the Event. The Authenticated List Security Feature is available with all Service Packages.

18. Presentation Slides. The Conference Webcast Video Streaming Plus Service Package provide for the synching of presentation slides with the video streaming. Customer may request operator assistance for presentation slide push.

19. Web Tours. The Conference Webcast Video Streaming Plus Service Package includes web tours, which take Participants to various web sites.

20. Interactive Question and Answer Sessions and Polling of Participants. Conference Webcast Video Streaming Plus Service Package includes interactive answer and question sessions and polling of Participants.

21. Billing for Cancelled Events.

21.1 Customer must give the Company notice of a Video Streaming or Video Streaming Plus Event cancellation at least **** prior to the time that the Event is scheduled to begin. If Customer gives less than **** notice, Customer will incur a cancellation charge equal to **** of the full service charge for the Event. If notice of a Video Event cancellation is never given to the Company prior to the scheduled Event start time, Customer will incur a cancellation charge equal to **** of the full service charge for the Event.

21.2 Customer must give WorldCom notice of an Audio Streaming Event cancellation at least **** prior to the time that the Event is scheduled to begin.

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

22. Expedited Events. An expedited event (“Expedited Event”) is any Event, which is provided pursuant to a Conference Webcast Audio, Video or Video Streaming Plus Service Package. The scheduling or change of an Expedited Event must be made at least **** before the commencement of an Audio Streaming, Video Streaming or Video Streaming Plus Event. No scheduling or changes will be allowed with less than this **** notice.

23. Technical Support.

23.1 The Conference Webcast Technical Support Help Desk will be available by telephone Monday through Friday, not including holidays, from 7 a.m. to 7 p.m. U.S. Central Time to answer a Host’s questions.

23.2 Immediately after each Participant enters the Conference ID and/or his or her individual password to access and view an Event, an optional system test is made available which performs basic tests to determine if the Participant has the necessary facilities to access and view the Event. If a Participant does not have the necessary facilities to access and view the Event, the Participant will be advised of the appropriate facilities, which he or she must obtain in order to access and view the Event. However, the Company will not be liable or responsible for a Participant’s inability to access or view the Event or for providing the necessary facilities.

24. [Reserved]

25. Customer Obligations. In addition to the other obligations of Customer contained in this Attachment and the Agreement, Customer shall be responsible for the following obligations with respect to the Webcast Service.

25.1 Customer is responsible for determining the amount of bandwidth it will need on its internal network to support an Event. The Company shall not be responsible for any type of negative impact or consequence that an Event may have on Customer’s internal network.

25.2 Customer is responsible for insuring the legality of any and all Content disseminated via the Webcast Service. The Company shall not be responsible for accessing and insuring the legality of such Content. At all times, Customer shall be regarded as the owner of the Content for purposes of this Attachment and the Agreement. Customer shall remain solely liable for any and all claims arising out of or relating to the use and/or dissemination of the Content.

25.3 Usage Restrictions. Customer agrees that it will not, in any way use the Webcast Service in any manner which would (1) violate any United States, state, local or other applicable law, regulation, rule or order of any applicable regulatory authority or court of competent jurisdiction, (2) infringe or constitute the unauthorized use of any patent right, copyright, trademark, service mark, trade name or other intellectual property right of any third party, (3) constitute, be based on or involve the misappropriation of any trade secret or other intellectual property right of any third party, (4) constitute, be based on or involve the misappropriation or violation of any privacy and/or publicity right of a third party or (5) constitute or involve any defamatory, threatening or obscene purpose or be in violation of any U.S. law or applicable community standard.

25.4 Customer is responsible for ensuring that each Participant and Host have the necessary facilities for inter-connections with the Company’s network or otherwise for use in conjunction with the Webcast Service. The Company has the right to specify to the Customer, Host and/or each Participant what those facilities might be. Customer is responsible for ensuring that its facilities as well as the Participants’ and Hosts’ facilities are compatible with the Company’s requirements and that they continue to be compatible with subsequent revision levels of the Company-provided equipment, software and services. The Company is not responsible for the availability, capacity and/or condition of any facilities not provided by the Company.

25.5 [Reserved]

25.6 [Reserved]

25.7 Customer’s Web Site. Customer is responsible to provide and maintain Customer’s web site associated with the Webcast Service in compliance with the Company’s integration and interoperability requirements specific to Customer, as provided by the Company to Customer from time to time. Material failures to comply with such requirements shall constitute a material breach of this Attachment and the Agreement. Customer acknowledges and agrees that the Company shall not be responsible for any outages, degradation in service, errors, or any other problem with the Webcast Service, actual or perceived, to the extent they result from or are exacerbated by problems, performance issues, delays, failures by Customer to comply with the Company’s integration and interoperability requirements and guidance, and/or errors associated with Customer’s web site associated with the Webcast Service.

25.8 Customer is solely responsible for obtaining the consents and releases of any Host, Customer employee or third party to be audio taped and/or videotaped for Event purposes and for providing the Company written evidence of the consents and releases.

26. Termination. In addition to its rights to terminate contained in the Agreement, the Company may terminate the Webcast Service (or the applicable portion thereof) immediately upon notice to Customer if (a) WorldCom dissolves, discontinues or terminates its business operations to which this Attachment pertains; (b) Customer fails to perform a material obligation under this Attachment; (d) the Company

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

may terminate the Webcast Service immediately without prior notice if Customer uses the the Company name, trademarks, service marks, other proprietary symbols or taglines (collectively “Company Marks”) and/or other Company intellectual property or confidential information without the Company’s prior written permission; (e) the Company may terminate the Webcast Service immediately without prior notice if Customer uses the Webcast Service in such a manner which violates any of the usage restrictions set forth in Section 25.3; (f) Customer is in breach of any representation or warranty under this Attachment; (g) the Company may terminate the Webcast Service for Cause; and/or (h) the Agreement is terminated.

27. Disclaimer of Certain Damages. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE AGREEMENT AND/OR IN THIS ATTACHMENT, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, STATUTORY OR PUNITIVE DAMAGES OF ANY CHARACTER, INCLUDING WITHOUT LIMITATION, LOSS OF USE OR LOST BUSINESS, REVENUE, PROSPECTIVE ECONOMIC ADVANTAGE PROFITS, OR GOODWILL, ARISING IN CONNECTION WITH THIS ATTACHMENT, THE WEBCAST SERVICE, RELATED PRODUCTS, DOCUMENTATION AND/OR THE INTENDED USE THEREOF, UNDER ANY THEORY OF TORT, CONTRACT, WARRANTY, STRICT LIABILITY OR NEGLIGENCE, EVEN IF SUCH DAMAGES ARE FORESEEABLE AND/OR THE PARTY HAS BEEN ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY HEREBY RELEASES AND WAIVES ANY CLAIMS AGAINST THE OTHER PARTY REGARDING SUCH DAMAGES.

28. [Reserved]

29. [Reserved]

30. [Reserved]

31. Intellectual Property Rights and Indemnities.

31.1 Customer represents and warrants that: (i) it owns or has obtained the necessary rights to license and/or the required approvals for use of all Content; (ii) the Content that is transmitted by Customer in connection with the Webcast Service will not infringe or violate any trademark, copyright, moral right, privacy right, publicity right, intellectual property right or proprietary right of any third party anywhere in the world; (iii) Customer will neither do nor approve any act or use of the Content inconsistent herewith; and (iv) Customer is in compliance with, and shall remain in compliance with, all federal, state and local license, permit or authorization requirements, and all laws and regulations, and will comply with all reasonable requests by the Company to evidence such authority.

31.2 Except as expressly provided in this Attachment, nothing in this Attachment shall be deemed to grant a party a license, sublicense, intellectual property interest, proprietary right, or other interest in the other party’s intellectual property and proprietary rights. Customer shall not (i) use any servicemark or trademark of the Company or any third party of which the Company is a licensee; or (ii) refer to the Company in connection with any product, equipment, offering, advertising promotion, press release, speech, marketing brochures or similar materials, other information releases or publication of Customer or a third party on behalf of or with the authorization of Customer, without WorldCom’s prior written approval. Customer agrees that: (i) any permitted use of the Company’s service marks or trademarks is for the exclusive benefit of the Company; (ii) all good will resulting from use of such servicemarks or trademarks vests solely in the Company; and (iii) Customer will neither have nor make any claim in or to such servicemarks or trademarks.

31.3 The terms of this Article 31 shall survive the expiration or termination of this Agreement

31.4 Customer agrees to defend, at its own expense, and indemnify and hold harmless the Company and its Affiliates and their respective independent/sub contractors (collectively the “Company Indemnitees”), from and against any claims, suits, damages and expenses asserted against or incurred by any of the Company Indemnitees arising out of or relating to: (i) the violation, misuse or misappropriation by Customer, users of the Webcast Services, or Customer’s customers, of the trademarks, copyrights, moral rights, trade secrets, or other proprietary rights or intellectual property rights of MCI, Company, or a third party (other than a claim based on an assertion by a third party that Company does not own an Company trademark or servicemark licensed to Customer pursuant to this Attachment, if any); (ii) false or misleading advertising claims made by Customer, (iii) the actual or alleged violation of the privacy rights and/or publicity rights of a Participant, (iv) the actual or alleged violation of the privacy rights and/or publicity rights of a Host and/or any third party audio taped and/or videotaped for Event purposes, (v) the audio taping and/or videotaping of a Host, Customer’s employee(s), or any other third party for Event purposes, and (vi) the violation of local, state or federal law by Customer. Notwithstanding any other provision of this Attachment and/or the Agreement, Customer shall pay all damages, settlements, expenses and costs, including costs of investigation, court costs and reasonable attorneys’ fees and costs (including allocable costs of in-house counsel) incurred by Company Indemnitees as set forth in this Section, including, without limitation, reasonable attorneys’ fees and costs (including allocable costs of in-house counsel) incurred in enforcing this Attachment and the Agreement.

32. Acceptable Use Policy. All use of the Company network and the Webcast Service must comply with the then-current version of the Company Acceptable Use Policy (“Policy”) which is made a part of this Attachment and is available at www.mci.com/terms. The Company reserves the right to amend the Policy from time to time, effective upon posting to a Web Site, or other notice to Customer. Customer agrees to indemnify and hold harmless Company from any losses, damages, costs or expenses resulting from any third party

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

claim or allegation arising out of or relating to use of the service, including any claim which, if true, would constitute a violation of the Policy.

33. Independent/Sub Contractors. Company or its independent/sub contractors may perform some or all of the duties and/or obligations hereunder.

34. Miscellaneous:

34.1 Elimination or Modification of Services. Company reserves the right to eliminate the Webcast Service and/or modify charges for the Webcast Service upon thirty (30) days prior notice to Customer, which notice will state the effective date for the adjustments to the charges, if any. In the event Company notifies Customer of the elimination of a service offering and/or an increase in service charges, Customer may terminate such affected service without incurring a cancellation or early termination charge as long as Customer notifies Company, in writing at least **** prior to the effective date of such elimination of service or increase in charges.

34.2 Survival. Articles 11, 27 and 31, and Sections 25.1, 25.2, 25.3, 32, and 34.2 shall survive the termination or expiration of this Agreement.

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

SCHEDULE THREE

UNITED STATES REGULATED NON-TARIFFED SERVICES

1. Regulated, Non-Tariffed Service(s). The term “Regulated Non-Tariffed Service(s)” means only those services provided by Company to Customer pursuant to this Schedule Three and the Guide. Attachment 3-1, attached hereto and incorporated by reference, contains additional rates, discounts and certain other provisions applicable to the Regulated Non-Tariffed Services provided to Customer hereunder. This Schedule Three is a “Specialized Customer Arrangement” as defined in the Guide.

2. Qualifying Conditions. In order to qualify for the rates set forth herein, Customer represents to Company that as of the Commencement Date Customer satisfies each of the representations set forth below. Company acknowledges the accuracy of these representations.

(a) Customer and its Affiliates have spent at least **** over the previous **** in voice services with Company;

(b) Customer and its Affiliates spent at least **** with Company during the last **** for all services;

^* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

ATTACHMENT 3-1

1. Rates and Discounts for the Services. Customer will pay the below rates and receive the below discounts, if any, for the Services specified below. References in this Attachment 3-1 to standard rates and/or discounts refer to the corresponding standard MCI On-Net Service rates and/or discounts set forth in the Guide, as Company may amend from time to time. All references to “interstate” contained herein shall refer to domestic Regulated Non-Tariffed Services only. Reference to Term Plan means the Option RR Term Plan as further described in the Guide.

1.1 International Outbound Service (Option RR/Feature Option 3A).

1.1.1 Postalized Rates for International Outbound Service (Option RR/Feature Option *3A):

*COUNTRY*	*RATE PER MINUTE*

	TYPE OF TERMINATION
	Local	Dedicated	Switched
Australia	****	****	****
Belgium	****	****	****
Brazil	****	****	****
Canada	****	****	****
France	****	****	****
Germany	****	****	****
Hong Kong	****	****	****
India	****	****	****
Singapore	****	****	****
United Kingdom	****	****	****

These Postalized Rates will not fluctuate with changes in the Guide.

For calls to countries other than those specified in Section 1.1.1 above, Customer will pay standard International Outbound (Option RR/Feature Option 3A) rates less **** (****).

1.2 International Inbound Service (Option RR/Feature Option 3B).

Customer will pay standard international inbound rates less a ***** discount.

1.3 International Dial-Out Videoconferencing (Option G).

1.3.1 For International Dial-Out Videoconferencing Services (Option G), in lieu of any other discounts (standard or otherwise), Customer will pay the following fixed transport per minute rates (per****) per site, based on the Service Regions set forth in Attachment 3-2 (attached hereto and incorporate by reference), for those countries (where service is available and except for those countries listed in Section 1.3.2 below) listed in Attachment 3-2. Customer will be invoiced additionally for multipoint bridging charges.

Site Location		Transport per Minute per Site Rates per ****
Dial-Out: Service Region ****(except for the United States)		****

* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

Dial-Out: Service Region **** (except for the United Kingdom)		****
Dial-Out: Service Region **** (except for Australia, Hong Kong, Singapore, and Japan)		****
Dial-Out: Service Region ****		****

1.3.2 For the countries listed below, in lieu of any other discounts (standard or otherwise), Customer will pay the following fixed transport per **** rates (per****) per site for International Dial-Out Videoconferencing Services (Option G). Customer will be invoiced additionally for multipoint bridging charges.

Site Location		Transport per Minute per Site Rates per ****
Australia		****
Hong Kong		****
Japan		****
Singapore		****
United Kingdom		****

1.4 International Dial-Out Audio Conferencing-Execunet (Option A). For international Dial-Out Audio Conferencing Services (Option A) and in lieu of any other discounts (standard or otherwise), Customer will pay standard Execunet rates less a fixed **** .

1.5 International Frame Relay Service (US Originations/Option 1 and 2). For international Frame Relay Service (Option 1 and 2) originating in the United States and terminating outside the United States, Customer will receive a fixed ****. The discount will be applied to Customer’s recurring port and PVC charges only (i.e., excluding charges for any non-Regulated service elements, access charges, access coordination charges, network management charges, CPE, and taxes and tax-related surcharges).

1.6 Interstate Outbound Voice Service, including interstate Card Service (Option RR/Feature 3A).

Postalized Rates for Interstate Outbound Voice Service (Option RR/Feature Option 3A):

ORIGINATION	TERMINATION
	LOCAL	DEDICATED	SWITCHED
LOCAL	****	****	****
DEDICATED	****	****	****
SWITCHED	****	****	****

These Postalized Rates will not fluctuate with changes in the Guide. For Card Service, Customer will pay the Switched/Dedicated or the Switched/Switched Postalized Rates, based on the type of termination.

1.7 Interstate Inbound Voice Service (Option RR/Feature Option 3B).

Postalized Rates for Interstate Inbound Voice Service (Option RR/Feature Option 3B):

ORIGINATION	TERMINATION
	LOCAL	DEDICATED	SWITCHED
LOCAL	****	****	****
SWITCHED	****	****	****

* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

These Postalized Rates will not fluctuate with changes in the Guide.

1.8 Interstate Videoconferencing (Option G). For interstate Videoconferencing (Option G), in lieu of standard rates and any discounts, Customer will pay the following fixed port usage charges per minute per video bridge port and the following domestic dial-out transport usage charges per minute for transport per **** circuit, per site for all interstate Videoconferencing calls. These Postalized Rates will not fluctuate with changes in the Guide. Customer will be responsible for all other charges associated with interstate Video Conferencing at standard rates.

Monthly Bridging Minutes		Video Port Bridging (Rate per Minute)		Per **** Transport (Rate per Minute, per Site) (*)
All		****		****

(*) Domestic transport rates are priced per ****, per site and are for Dial-Out only.

1.9 Interstate Audio Conferencing (Option QQ). For interstate usage of audioconferencing from networkMCI Conferencing as set forth in the Guide (Option QQ) for calls that originate and terminate in the US Mainland, Alaska, Hawaii, Puerto Rico and the US Virgin Islands, Customer will be charged in lieu of standard rates and discounts the per-minute per-bridge port fixed postalized rates described herein. Each month Company will calculate Customer’s Usage Charges for interstate and US-originating audio conferencing service incurred during the prior Monthly Period (the “Previous Month’s Usage”). Based upon the Previous Month’s Usage, Customer will receive in the then-current Monthly Period the postalized rates for the tier in which such Previous Month’s Usage falls. A new rate tier for which Customer qualifies shall be applied on a prospective basis only and no retroactive credits shall be issued. For the first Monthly Period following the Services Effective Date, Customer shall receive the rates associated with the Tier 1 for the first **** in interstate audio conferencing Usage Charges, the Tier 2 rates for Usage Charges between **** calculated at Base Rates, and the Tier 3 rates for Usage Charges in excess of **** calculated at Base Rates. This service will be billed on Company’s Millenium billing system.

OLD TIERS

Monthly Interstate Audioconferencing Revenue Tiers

Tier ****:	****	—	****
Tier ****:	****	—	****
Tier ****:	****	—	****

Service Level/Access Type	Tier 1	Tier 2	Tier 3

Premier Toll Meet Me (bridging only)	****	****	****
Premier Dial Out	****	****	****
Premier Toll Free Meet Me	****	****	****

Standard Toll Meet Me (bridging only)	****	****	****
Standard Dial Out	****	****	****
Standard Toll Free Meet Me	****	****	****

* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

Instant Meeting Dial Out	****	****	****
Unattended Toll Meet Me (bridging only)*	****	****	****
Unattended Toll Free Meet Me*	****	****	****

*Includes calls with Instant Meeting feature.

1.9.1 Domestic Audio Conferencing. For domestic usage of Audio Conferencing from Company Conferencing as set forth in the Guide for calls that originate and terminate in the US Mainland, Alaska, Hawaii, Puerto Rico and the US Virgin Islands, Customer will be charged in lieu of standard rates and discounts the per-minute per-bridge port fixed postalized rates described herein. MCI will bill on the Millennium billing system.

Monthly Interstate Audioconferencing Revenue Tiers

Tier ****:	****	—	****
Tier ****:	****	—	****
Tier ****:	****	—	****

Service Level/Access Type	Tier 1	Tier 2	Tier 3

****	****	****	****
****	****	****	****
****	****	****	****

****	****	****	****
****	****	****	****
****	****	****	****

****	****	****	****
****	****	****	****
****	****	****	****

1.9.2 Conferencing Exclusivity. During each monthly billing period of the Term commencing on the Amended and Restated Services Effective Date, Customer will use MCI exclusively for no less than **** of Customer’s domestic audio and net conferencing services usage (based on minutes), exclusive of traffic on Customer’s internal conferencing bridges, for which Customer is not contractually committed at the execution of the Amended and Restated Agreement (the “Conferencing Exclusivity Requirement”). Upon the expiration or termination of any such existing agreements described in this Section, Customer will migrate such services to this Agreement and such services will then be subject to the Conferencing Exclusivity Requirement. For each such monthly billing period in which Customer fails to meet the Conferencing Exclusivity Requirement, MCI reserves the right to charge Customer a charge (which

* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

Customer hereby agrees is reasonable) of ****. Upon MCI’s request, MCI will be permitted to audit Customer’s telecommunications usage records, data and invoices (but, to the extent that any of such records, data and invoices are covered by an agreement that prohibits the disclosure of such information, only to the extent that Customer is permitted to do so under such agreements) to verify Customer’s compliance with the Conferencing Exclusivity Requirement, or in the alternative, at Customer’s preference, Customer will provide MCI with an officer’s certificate certifying Customer’s compliance with such requirements. Such records, data and invoices shall be considered Customer’s “Confidential Information”.

1.10 Data Conferencing (a/k/a NET Conferencing). In lieu of any other discounts (standard or otherwise), for Net Conferencing Service, and in lieu of the rates set forth in the Guide, Customer will pay the following fixed rates per minute: (a) ****for Net Conferencing (standard) and (b) **** for Net Conferencing Secure Socket Layer. The rates per minute set forth above shall be fixed for the Term of this Agreement. Customer will be responsible for all other charges at standard rates.

1.11 Dedicated Access Service (Options1 and 2).

1.11.1 Customer subscribes to and will receive the ****Access Pricing Plan (“APP”) discounts off Local Loop charges only for channelized and unchannelized T-1 access, DS-0 access, DDS access and analog access.

1.11.2 In lieu of the discount specified in 1.11.1 above and any other rates or discounts, Customer will receive the following fixed monthly recurring charge for local loops connected to Company dedicated leased line, Frame Relay, and ATM ports.

Circuit Type		Monthly Recurring Charge
****		****
****		****
****		****

1.11.3 (a) For each **** local access channel provisioned exclusively over Company-owned facilities (also known as type **** access) on or after ****, Customer will pay a fixed monthly recurring local access channel charge of ****per month in lieu of any other discounts.

(b) For each **** local access channel provisioned in NPA-NXX 203-385 on or after****, Customer will pay a fixed monthly recurring local access channel charge of ****per month in lieu of any other discounts.

(c) For **** local access channels other than those described in 1.11.3(a) or 1.11.3(b) above, Customer will receive a fixed **** off of standard monthly recurring local access channel charges in lieu of any other discounts.

1.12 Interstate Frame Relay Service (Option RR/Service Option 1 and 2) For domestic interstate Frame Relay Service (Option 1 and 2), Customer will receive a fixed discount of ****. The discount will be applied to Customer’s recurring port and PVC charges only (i.e., excluding charges for any non-Regulated

* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

service elements, access charges, access coordination charges, network management charges, CPE, and taxes and tax-related surcharges).

1.13 Interstate Outbound Switched Data Service (Option RR/Feature Option 3A). For interstate outbound Switched Data Service (Option RR/Feature Option 3A) between locations within the US Mainland or Hawaii, Customer will receive a fixed ****off of standard rates.

1.14 Interstate Inbound Switched Data Service (Option RR/Feature Option 3B). For interstate inbound Switched Data Service (Option RR/Feature Option 3B) in multiples of **** between locations within the US Mainland or Hawaii, Customer will receive a fixed ****off of standard rates.

1.15 Interstate Dedicated Leased Line Service (Option 2).

1.15.1 For ****, Customer will pay standard rates less a fixed discount based on circuit type and date of original installation, as specified below. The applicable discount applies to monthly recurring inter-office channel charges only.

For circuits installed Prior to Services Effective Date:

Service Type		Discount
****		****
****		****
****		****

For circuits installed on or after the Services Effective Date:

Service Type		Discount
****		****
****		****
****		****

For **** circuits installed after ****, Customer will pay the monthly circuit charge and per mile charges appearing below in lieu of any other discounts or rates:

Monthly Circuit Charge		Monthly per mile charge
****		****

1.15.2 For ****, Customer will pay the monthly circuit charge and per mile charges set forth below depending on circuit mileage and date of installation.

For circuits installed prior to the Services Effective Date:

Mileage	Monthly Circuit Charge	Monthly Per Mile Charge
****	****	****
****	****	****

For circuits installed on or after the Services Effective Date:

Mileage	Monthly Circuit Charge	Monthly Per Mile Charge
****	****	****
****	****	****

* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

1.16 Metro Private Line Service (Lit building to Lit building):

Location A	Location B	Speed	Monthly Charge**	Monthly Charge***
New York, NY	New York, NY	****	****	****
		****	****	****

New York, NY	Jersey City, NJ	****	****	****
	****	****	****	****
	(201459)		.

Rockville, MD	Washington, DC	****	****	****
****	****	****	****	****
(301978)	(202728)

*Each circuit must be installed for a minimum of a **** term and such term shall be measured from the date of installation. **** early termination penalty applies meaning Customer shall pay **** of the monthly rate for each month of the remaining term.

**Both sites must be lit buildings.

***This charge is for a circuit that does not commit to at least a **** term. Both sites must be lit buildings

* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.

ATTACHMENT 3-2

Company Service Regions

For Video Conferencing

I. Video Conferencing Service Regions are as follows:

1	2	3	ROW
North America	Europe	Asia Pacific	Rest of World

United States	Austria	Australia	Antigua
Canada	Belgium	China	Argentina
Mexico	Cyprus	Hong Kong	Bahamas
Puerto Rico	Czech Republic	Japan	Bahrain
	Denmark	Macau	Barbados
	Finland	New Zealand	Bermuda
	France	Singapore	Brazil
	Germany	China (Beijing)	Chile
	Greece	India	Colombia
	Hungary	Indonesia	Costa Rica
	Ireland	Korea, Republic of	Croatia
	Italy	Malaysia	Dominican Republic
	Liechtenstein	Pakistan	Guadeloupe
	Luxembourg	Philippines	Iceland
	Monaco	Taiwan	Israel
	Netherlands	Thailand	Jamaica
	Norway	Vietnam	Jordan
	Poland		Peru
	Portugal		Qatar
	San Marino		Russia
	Spain		Senegal
	Sweden		Slovenia
	Switzerland		South Africa
	United Kingdom		St. Lucia
	Vatican City		Trinidad & Tobago
			U.A.E.
			Ukraine
			Uruguay

This table is subject to change. Countries may be added or deleted from time-to-time. Countries may impose restrictions or suspend service from time to time.

* ****Confidential Treatment has been requested for the redacted portions. The confidential redacted portions have been filed separately with the Securities and Exchange Commission.