Sample Business Contracts

Interconnection Agreement [Amendment] - Holding Corp and BellSouth Telecommunications Inc.

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                                  AMENDMENT TO
                           TALK.COM HOLDING CORP. AND
                               DATED MAY 22, 2000

Pursuant to this Amendment (the "Amendment"), Talk.Com Holding Corp.("Talk.Com")
and BellSouth  Telecommunications,  Inc.  ("BellSouth")  hereinafter referred to
collectively as the "Parties" hereby agree to amend that certain Interconnection
Agreement (the "Agreement") between BellSouth and dated May 22, 2000.

NOW THEREFORE,  in consideration of the mutual  provisions  contained herein and
other good and valuable consideration,  the receipt and sufficiency of which are
hereby  acknowledged,  and  BellSouth  hereby  covenant  and  agree as

1.   The following  network  elements  located under End Office  Switching (Port
     Usage),  Tandem Switching (Port Usage) (Local or Access Tandem), and Common
     (Shared ) Transport of Exhibit C, Rates,  of  Attachment 2 for the state of
     Florida,  are hereby  replaced  with the  network  elements  identified  in
     Exhibit A attached hereto and made a part of this Amendment:

     End Office Switching Function, per mou

     End Office Switching Function, add'l mou (5)

     End Office Interoffice Trunk Port - Shared, per mou

     Tandem Switching Function per mou

     Tandem Interoffice Trunk Port - Shared per mou

     Common (Shared) transport per mile per mou

     Common (Shared) transport facilities Termination mou

2.   All of the other provisions of the Agreement,  dated  May 22,  2000,  shall
     remain in full force and effect.


3.   The  Parties  agree that  either or both of the  Parties is  authorized  to
     submit this Amendment to the respective  state  regulatory  authorities for
     approval subject to Section 252(e) of the Federal Telecommunications Act of

IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be executed
by their respective duly authorized representatives on the date indicated below.

BellSouth Telecommunications, Inc.        Holding Corp

By:    /s/                                        By:    /s/
   -------------------------------                    --------------------------

Name:   Patrick C. Finlen                         Name:    Kevin Grifo
     -----------------------------                     -------------------------

Title:    Managing Director                       Title:      Executive VP
       ---------------------------                       -----------------------

Date:    December 26, 2000                        Date:  December 22, 2000
     -----------------------------                      ------------------------