HomeMy WebLinkAbout5.726 Original Contract
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QWEST 911 All DATABASE EXTRACT AGREEMENT
GENERAL TERMS AND CONDITIONS
SIGNATURE PAGE
This 911 All Database Extract Agreement ("Agreement") is made by and between Qwest Corporation ("Owest") and City of Port Angeles
("Customer"). This Agreement will be effective on the date that It is executed by Owest following Customer's execution of this Agreement
("Effective Date"). This Agreement includes the attached Terms and Conditions and Exhibit A attached hereto and incorporated herein by this
reference Any different or additional terms of any related purchase order, confirmation, or Similar form will have no force or effect, unless
signed by both parties.
The undersigned parties have read and agree to the terms and conditions set forth in this Agreement, including Exhibit A.
QWEST CORPORATION
CITY OF PORT ANGELES
By: ~~ A~
Name: tl~~ ~
Title. '.t: R V1 CL.. ~uc;;r::
Date:-2J 5"' 10 c:;-
By. ~~~_~
Name: ~c ~tr/ cYv"..,...,
Title: C/ ~ y ..-A(4f'0"l ~r-I!./'
Date. ~/.t. / as-V
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NOTICE INFORMATION:
All written notices required under this Agreement will be sent to the following:
To Owest:
Owest Corporation
1801 Callfomia Street, Room 900
Denver, Colorado 80202
Facsimile #: (888) 778-0054
Attention: legal Department
To Customer. City of Port Angeles
32./lZr 5r-# Sr.e...~~v-
/'612...r #N?€=..lE~, I>> A 9f!3toZ-
Phone #....3&0 ~/74'911
Facsimile #:$(p~ 417 ~.s-G,
E-mail..AlIC/6-Cr/.Al$/!i)C!IT.Y t5t=:' fJA , t.A...$
Attention: NA6rn" 7? lC{'i I~..s;
With a copy to:
Owest Corporation
1801 Califomia Street
Denver, Colorado 80202
Phone #:
Facsimile #.
E-mail:
Attention:
OMR1l5620
Page 1
Copyright @ 2005 Qwest. All Rights Reserved.
4/28/05
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QWEST 911 ALl DATABASE EXTRACT AGREEMENT
GENERAL TERMS AND CONDITIONS
1. Definitions. As used herein'
1.1 "All Database Information" means All listings that are
stored by Owest for the purpose of provisioning and delivering
Emergency Services.
1.2 "Automatic Location Identification" or "All" means a feature
by which the address and name associated with a telephone
number ("TN") are forwarded to a Public Safety Entity for display.
1 3 "Cause" means the failure of a party to perform a material
obligation under this Agreement which failure is not remedied, if
curable: (a) in the event of a payment default by Customer, upon
five (5) calendar days written notice, or (b) in the event of any
other general default, upon twenty (20) calendar days written
notice.
1.4 "Confidential Information" means written or electronic
information that is either. (a) marked as confidential and/or
proprietary, or which IS accompanied by written notice that such
information is confidential/propnetary, or (b) not marked or
accompanied by notice that It IS confidential/proprietary, but WhiCh,
if disclosed to any third party, could reasonably and foreseeably
cause competitive harm to the owner of such information.
Confidential Information will not include information which, as
demonstrated by the receiving party: (a) is in the public domain or
otherwise ceases to be secret or confidential through no breach of
this Agreement by the receiving party; (b) is already known or is
independently developed by the receiving party independent of
any disclosure by the disclOSing party; or (c) is revealed to
recipient by a third party who does not thereby breach any
obligation of confidentiality and who discloses such information in
good faith.
1.5 "Due Date" means thirty (30) calendar days from the IOvoice
date.
1.6 "Emergency Services" means 911 emergency services and
Emergency Notification Services.
1.7 "Emergency Notification Services" means services that notify
the public of an emergency.
1.8 "Emergency Support Services" means information or
database management services which support Emergency
Services.
1.9 "Intellectual Property" means all trademarks, trade names,
logos, domain names, service marks, copyrights, copyright
registrations, patents, patent applications, trade secrets and any
other intellectual property whether existing upon the Effective Date
or arising thereafter.
1.10 "Public Safety Entity" means any PSAP or govemment
agency involved In providing emergency services
1.11 "Public Service Answering Point" or "PSAP" means the
answering location for 911 calls.
1.12 "Resident" means the persons and entities whose
Information reSides in the All database.
OMR11~20
1.13 "Service" means the Owest service described in Exhibit A.
1.14 "Software" means software (including third-party software)
or other digital content or material and related documentation, if
any, prOVided by Owest to Customer in connection with the
Service
1.15 "Special Data Extraction" will mean the creation of an output
record or informational report (from existing data files) that is not
created in the normal course of bUSiness
1.16 "Taxes. means any and all applicable foreign, federal, state
and local taxes assessed in connection with the Service,
including without limitation, all use, sales, value-added,
surcharges, excise, franchise, commercial, gross receipts,
license, privilege or other similar taxes, levies, surcharges,
duties, fees, or other tax-related surcharges, whether charged to
or against Owest or Customer, with respect to the Services, but
excluding any taxes based on Owest's net income.
2. Provision of Service. Subject to payment of all applicable
charges, Owest will use commercially reasonable efforts to
provide the Service set forth in Exhibit A. The Service is
provisioned by Owest and/or through its applicable affiliates,
subcontractors and vendors. Service will be supplied in
accordance with this Agreement. Customer understands that
Owest's performance under this Agreement is dependent in part
on Customer and third parties, Including without limitation,
suppliers. Accordingly, any performance to be rendered by
Owest hereunder will be appropriately waived or delayed to
account for actions or inactions by such third parties.
3. Intellectual Property. Nothing 10 this Agreement will be
construed as granting Customer any right, title, interest, or
license in or to any of Owest's Intellectual Property and Customer
cannot use any of Owest's Intellectual Property without Owest's
prior written consent. Notwithstanding the foregoing, Owest
grants Customer access to All Database Information solely for
purposes of delivering, or assisting In the delivery of, Emergency
Services, as set forth in 47 USC ~ 222(g) of the Communications
Act of 1934, as amended.
4. Service. Rates and Terms. Exhibit A specifies the
description, rates, charges, and other terms applicable to the
Service. The rates do not include Taxes.
5. Payment. Owest will invoice Customer monthly for
Service. All invoiced amounts are due by the Due Date and will
be considered past due and subject to an interest charge
commencing from the first calendar date after the Due Date at
the lesser rate of one and one-half percent (1.5%) per month or
the maximum rate allowable by applicable law. The provision of
Service IS conditioned upon Customer's creditworthiness and
timely payment of invoices Owest may modify the payment
terms or require other reasonable assurance of payment (e.g., a
deposit or other acceptable form of security) if it reasonably
deems itself insecure with respect to Customer's ability to pay
(e.g., If Customer has failed to pay any invoice when due, or if
there is a material adverse change in Customer's financial
condition, etc.).
Page 2
Copyright @ 2005 Owest. All Rights Reserved.
4/28/05
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QWEST 911 All DATABASE EXTRACT AGREEMENT
GENERAL TERMS AND CONDITIONS
6. Conditions of Service.
6.1 Qwest will retain all right, title, interest and ownership in and
to the All Database Information it provides hereunder.
6.2 Customer will take commercially reasonable and prudent
measures to protect the privacy of the ReSIdent information
contained within the All Database and prevent disclosure and
unauthorized use of All Database Information. Such measures
will be at least equal to the measures Customer takes to protect its
own confidential and proprietary information, Including without
limitation, implementing adequate computer security measures to
prevent unauthorized access to All Database Information when
contained in any database.
6 3 Customer will not sublicense, sell, copy or allow any third
party to access, download, copy or use the All Database
Information, in any form, or any portions or derivatives thereof, or
any information extracted therefrom, except as necessary to
enable a vendor contracted by Customer to maintain and make
accessible the emergency system and Emergency Services for
which Service has been purchased Customer will require such
vendor's compliance with the general terms and conditions of the
Agreement, which will be incorporated into an agreement between
Customer and such vendor. Customer will be fully liable to Owest
for such vendor's compliance with the terms and condItions of the
Agreement. Notwithstanding the foregoing, the Parties understand
that thIrd persons may claim that Confidential Information,
including without limitation, All Database Information, delivered to
Customer under the Agreement may be. by virtue of its
possession by Customer, a public record and subject to
disclosure. The PartIes agree that in the event such a claim is
made, Customer will Immediately notIfy Qwest of the claim, and
Qwest will. at its cost, defend and hold harmless Customer and its
officers and employees from any such claim. Customer, In
conSideration thereof, will not disclose any such Confidential
Information In response to any such claim until a final
unappealable order from a court or agency having authority to
issue such order will have been issued. Any such disclosure will
be the minimum necessary to comply with such order. Except as
described above. Customer will be liable to Qwest for any
Intentional disclosure, in whole or part, of Confidential Information
provided to it hereunder by Qwest. Qwest may "seed" or specially
code some or all of the All Database Information in order to trace
such information and ensure compliance with the dIsclosure and
use restrictions set forth in this Agreement.
6.4 Within five (5) days after the expiration or earlier termination
of this Agreement. Customer will; (a) return and cease uSing any
and all All Database Information which it has in its possession or
control; (b) extract and expunge any and all copies of such All
Database Information. any portions thereof, and any and all
information extracted therefrom, from its files and records. whether
in print or electronic form or in any other media whatsoever; and
(c) provide a written certification to Qwest from Customer's officer
that all of the foregoing actions have been completed.
6.5 Customer represents that it is a provider of Emergency
Services or Emergency Support Services and agrees that it will
remain such a provider throughout the Term.
OMR11~620
7. Covenants of Parties. Qwest agrees that it WIll make
commercially reasonable efforts to ensure that the All Database
Information that it provides to Customer hereunder will be
generally complete and accurate Customer understands that
Qwest has no responsibility to update the All Database
Information of other local service providers. Customer may, at its
optIon, require Qwest to correct any mutually-agreed deficiencies
in its work product or services within a mutually agreeable time
period. at no cost to Customer, except when such deficiencies
relate to All Database Information of other local service
providers.
8. Term. This Agreement will be effective as of the Effective
Date and continue for twenty-four (24) months (the "Initial Term").
After the expiration of the Initial Term. this Agreement will
continue on a year-to-year baSIS unless terminated by eIther
party as provided in Section 9 (the 100tial Term. and any
year-to-year extensions thereof, will be collectively referred to as
the "Term").
9. Termination. Qwest may (a) Immediately suspend all or
any part of the Service, and/or (b) terminate this Agreement
(effective after the applicable notice period): (i) for Cause or 01)
upon wntten notice if Customer becomes or is declared Insolvent
or bankrupt or is the subject of any proceedings related to its
liquidation, insolvency or for the appointment of a receiver or
similar officer for it. Customer may terminate this Agreement for
Cause. If Customer terminates this Agreement for Cause prior to
the conclusion of the Term, then Customer will remain liable for
charges accrued but unpaid as of the termination date.
Notwithstanding the foregoing or any other provision of this
Agreement. either party may terminate this Agreement at its
convenience, and without cost, termination liability, or penalty.
except for Customer's obligation to pay Qwest for Service
rendered up to, and including, the effective date of termination,
upon thirty (30) days prior written notice to the other party.
10. Disclaimer of Warranties. CUSTOMER ASSUMES
TOTAL RESPONSIBILITY AND RISK FOR CUSTOMER'S USE
AND/OR RELIANCE UPON SERVICE. SERVICE IS PROVIDED
BY QWEST ON AN "AS IS" AND "AS AVAILABLE" BASIS.
EXCEPT AS SPECIFICALLY SET FORTH HEREIN. THE
SERVICES AND RELATED SOFTWARE AND/OR CUSTOMER
EQUIPMENT, SOFTWARE AND/OR OTHER MATERIALS
USED IN CONNECTION WITH THE SERVICE PROVIDED BY
QWEST, IF ANY, ARE PROVIDED WITHOUT WARRANTIES
OF ANY KIND, EITHER EXPRESS OR IMPLIED. INCLUDING
WITHOUT LIMITATION, WARRANTIES OF TITLE,
NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR
A PARTICULAR PURPOSE NO ADVICE OR INFORMATION
GIVEN BY QWEST, ITS AFFILIATES OR ITS CONTRACTORS
OR THEIR RESPECTIVE EMPLOYEES WILL CREATE ANY
WARRANTY.
11. Confidentialitv. Neither party will, without the prior written
consent of the other party, disclose or use (except as expressly
permitted by, or required to achieve the purposes of. this
Agreement) the Confidential Information of the other party, during
the Term and for two (2) years following the expiration or
termination hereof. Such consent by Qwest may be given only by
Page 3
Copyright @ 2005 Qwest. All Rights Reserved
4/28/05
QWEST911 ALl DATABASE EXTRACT AGREEMENT
GENERAL TERMS AND CONDITIONS
Qwest's Corporate Legal Department and any purported consent
by any other person, including any Qwest sales or customer
service representative, is void and of no effect. For purposes of
this Section, Confidential Information will Include, but not be
limited to, the terms (including pricing) and existence of this
Agreement, provided, however, either party may disclose the
existence of this Agreement (but none of its terms) as may be
reasonably necessary by such party in order to conduct its
business. Each party will take reasonable precautions to protect
the other party's Confidential Information, using at least the same
standard of care as it uses to maintain the confidentiality of its own
confidential information A party may disclose Confidential
Information if reqUired by a govemmental agency, by opel'ation of
law, or if necessary in any proceeding to establish rights or
obligations under this Agreement, provided that the disclosing
party gives the nondisclosing party reasonable prior written notice
sufficient to permit the nondisclosing party an opportunity to
contest such disclosure.
12. Publicity. Neither party will, without the prior written consent
of the other, issue any press release or public announcement
regarding this Agreement or any relation between Customer and
Qwest or use the name, trademarks, or other proprietary
identifying symbol of the other party or ItS affiliates. Such consent
by Qwest may only be given in writing by the Executive Vice
President of Corporate Communications or his/her designee.
13. Limitation of Liabilitv. NEITHER PARTY, ITS AFFILIATES
OR CONTRACTORS WILL BE LIABLE FOR ANY INDIRECT,
INCIDENTAL, SPECIAL, RELIANCE, PUNITIVE OR
CONSEQUENTIAL DAMAGES OR FOR ANY LOST OR
IMPUTED PROFITS OR REVENUES OR LOST DATA OR
COSTS OF COVER ARISING FROM OR RELATED TO THE
SERVICE OR THIS AGREEMENT, REGARDLESS OF THE
LEGAL THEORY UNDER WHICH SUCH LIABILITY IS
ASSERTED AND REGARDLESS OF WHETHER A PARTY HAS
BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH
LIABILITY, LOSS OR DAMAGE. CUSTOMER'S EXCLUSIVE
REMEDIES FOR ANY AND ALL CLAIMS RELATED TO THE
SERVICE WILL BE LIMITED TO THE TOTAL RECURRING
CHARGE PAID OR PAYABLE BY CUSTOMER TO QWEST FOR
SERVICE IN THE MONTH IMMEDIATELY PRECEDING THE
OCCURRENCE OF THE EVENT GIVING RISE TO THE CLAIM
QWEST'S TOTAL AGGREGATE LIABILITY ARISING FROM OR
RELATED TO THIS AGREEMENT WILL NOT EXCEED THE
TOTAL RECURRING CHARGES PAID OR PAYABLE BY
CUSTOMER TO QWEST PURSUANT TO THIS AGREEMENT IN
THE MONTH IMMEDIATELY PRECEDING THE OCCURRENCE
OF THE EVENT GIVING RISE TO THE CLAIM.
NOTWITHSTANDING THE FOREGOING, THE LIMITATION OF
LIABILITY IN THIS SECTION WILL NOT APPLY TO
CUSTOMER'S PAYMENT AND INDEMNIFICATION
OBLIGATIONS.
14. Indemnification. CUSTOMER AGREES TO DEFEND,
INDEMNIFY AND HOLD HARMLESS QWEST, ITS AFFILIATES,
AGENTS AND CONTRACTORS FROM ANY AND ALL THIRD-
PARTY CLAIMS, LIABILITIES, COSTS AND EXPENSES,
INCLUDING REASONABLE ATTORNEYS FEES, ARISING
FROM OR RELATED TO USE, MODIFICATION, OR RESALE OF
THE SERVICES BY CUSTOMER.
D
OMR115620
15. Arbitration of Disputes. Any dispute ansing out of, or
relating to, this Agreement will be settled by arbitration to be
conducted in accordance with the Judicial Arbitration and
Mediation Services ("JAMS") Comprehensive Arbitration Rules.
The Federal Arbitration Act, 9 U.S C. Sections 1-16, not state
law, will govern the arbitrabdity of the dispute. The costs of the
arbitration, including the arbitrators fees, will be shared equally
by the parties, provided, however, that each party will bear the
cost of preparing and presenting its own claims and/or defenses
(including its own attorneys fees). The arbitration will be held in
Clallam County, Washington. The arbitrator has no authority to
award any indirect, incidental, special, reliance, punitive, Of
consequential damages, including damages for lost profits. The
arbitrator's decision will be final, binding, and enforceable In a
court of competent jurisdiction. If either party falls to comply with
the dispute resolution process set forth herein (including without
limitation, nonpayment of an arbitl'ation award) and a party is
required to enforce such compliance in court or elsewhere, then
the noncomplying party will reimburse all of the costs and
expenses Incurred by the party seeking such enforcement
(Including reasonable attorneys fees). Nothing In this Section Will
prohibit either party from seeking Injunctive relief in any
applicable state or federal court.
16. Miscellaneous.
16.1 Relationship. The relationship of the parties is that of
independent contractor. Neither party WIll have the authority to
bind the other by contract or otherwise or make any
representations or guarantees on behalf of the other. The
relationship ansing from thiS Agreement does not constitute an
agenCy, jOint venture, partnership, employee relationship Or
franchise.
16.2 Assianment. Customer may not assign thiS Agreement or
any of its rights or obligations hereunder Without the prior written
consent of Qwest, wl'lIeli consent will Ii6t De unreasonably
withheld.
16.3 Survival. All terms and provisions of this Agreement which
should by their nature survive the termination of this Agreement
will so survive.
16.4 Waiver. Neither party's failure to inSist upon strict
performance of any provision of this Agreement will be construed
as a waiver of any of its rights hereunder.
16.5 Severabilitv If any term of this Agreement is held
unenforceable, the unenforceable term Will be construed as
nearly as pOSSible to reflect the original intent of the parties and
the remaining terms will remain in effect
16.6 Notices. Except as otherwise provided herein, all required
notices Will be in writing, transmitted to the parties' addresses
specified In the Signature Page or such other addresses as may
be specified in Writing, and will be considered given either' (a)
when delivered in person to the recipient named on the Signature
Page; (b) when deposited in either registered or certified U.S.
Mail, retum receipt requested, postage prepaid; or (c) when
delivered to an overnight courier service.
Page 4
Copynght @ 2005 Qwest. All Rights Reserved.
4/28/05
QWEST911 ALl DATABASE EXTRACT AGREEMENT
GENERAL TERMS AND CONDITIONS
16.7 Governim:! Law. This Agreement will be governed by,
enforced and construed In accordance with the laws of the State
of Washington without regard to its choice of law principles, except
and to the extent that the Communications Act of 1934, as
amended and Interpreted by the FCC, applies to thiS Agreement.
Owest reserves the right to suspend, modify or termmate any
Service without liability where: (a) regulatory activity prohibits,
restriCts or otnefwise prevents Owest from furnishing suCh
Service; or (b) any material rate, charge or term of Service is
substantially changed by a legitimate regulatory body,
governmental authority, or by order of the highest court of
competent jurisdiction to which the matter is appealed.
16.8 Headings. The headings used In this Agreement are for
convenience only and do not in any way limit or otherwise affect
tlie meaning of any terms of tliis Agreement.
16.9 Authorization. Customer represents and warrants that (a)
the full legal name of the legal entity intended to receive the
benefits and Service under this Agreement is accurately set forth
nerein; (0) tlie person signing tlii$ Agreement lias been duly
authorized to execute this Agreement on Customer's behalf; and
(c) the execution hereof is not in conflict with law, the terms of any
charter or bylaw, or any agreement to which Customer is bound or
affected Qwest may act in reliance upon any instruction,
instrument, or sIgnature reasonably believed by Owest to be
genuine. Owest may assume that any employee of Customer who
gives any written notice, order form, or other Instruction in
connection with this Agreement has the authority to do so.
16.10 Third-Partv Beneficiaries. ThiS Agreement is intended
solely for Owest and its affiliates and Customer and it will not
benefit or be enforceable by any other person or entity.
16.11 Force Maieure Neither party will be liable for any delay
or failure to perform its obligations hereunder if such delay or
failure i$ caused by an unforeseeable event (otlier than a failure to
comply with payment obligations) beyond the reasonable control
of a party, including without limitation: act of God; fire; flood; labor
strikes or unrest; sabotage; fiber cut; power shortage or power
failure, e.g., rolling blackouts; material shortages or unavailability
or other delay in delivery not resulting from the responsible party's
failure to timely place orders therefor; lack of or delay In
transportation; government codes, ordmances, laws, rule~
regulations or restrictions; war or civil disorder; or acts of
terrorism.
17. Entire Aareement. This Agreement, including Exhibit A,
constitutes the entire agreement between Customer and Qwest
with respect to the subject matter hereof, and supersedes all prior
agreements or understandings, whether oral or written, relating to
the subject matter hereof. All amendments to this Agreement will
be in writing and signed by the parties' authorized representatives.
Owest may act in reliance upon any instruction or signature
reasonably believed oy Owest to be genuine. CustOmer agrees
that any employee of Customer who gives any written notice or
other instruction in connection with this Agreement has the
authority to do so. Any handwritten change to this Agreement is
void.
OMR1l5620
Page 5
Copyright @ 2005 Qwest. All Rights Reserved.
4/28/05
Qwest 911 All Database Extract Agreement
EXHIBIT A
Qwest 911 ACE Product Oescription
This Exhibit A to the Qwest 911 All Database Extract Agreement (the "Agreement") sets forth the descriptIon of the Qwest 911 All
Database Extract ("Owest 911 ADE")
1. DEFINITIONS
Except as otherwise set forth herein, capitalized terms shall have the definitions assigned to them in the Agreement.
"Emergency Number Service Provider" or "ENSP" means any entity involved in any aspect of providing services in support of 911.
"Emergency Service Number" or "ESN" means the routing number that directs the 911 call to the appropriate PSAP.
"Listing" means one name, address, and TN.
"Master Street Address GUide" or "MSAG" means the listing of all existing addresses in a community that is maintained by the local
addreSSing authority.
"RegIon" means the applicable county, city, or ESN as defined in the MSAG.
"Subscriber" means a local service customer of Qwest or other carrier whose All Database Information is Included In the Service.
2. DESCRIPTION
The Service extracts Subscriber listed and unlisted (including unpublished) Information in its possession and delivers It to Customer
solely for purposes of delivering, or assisting in the delivery, of Emergency Services.
The Service offers full database downloads for the selected Region, and dally updates containing only the Subscnber data records for
the selected Region that have been modified since the most recent extraction. Each of the extracts reqUires the selection of unique
criteria in order for the extract to be executed properly. This Exhibit A identifies the required criteria for each extract.
3. DETAILED SERVICE INFORMATION
Customer defines the format, frequency and data sets dunng account setup. A user ID and a password-protected means of extract
retneval are also established dunng account setup.
File format
Qwest will format files compliant with eIther of the following:
. NENA 2 512 byte format.
. World Wide Web Consortium's XML 1.0 specification for XML formatted files.
. ENSP fixed width data file.
File naming
. File names conform to an 8-character, no suffix naming convention.
Data sort order
. Files are sequenced by a single header record followed by zero or more data records, and conclude with a Single trailer
record.
. Full database download records are sorted in ascending sequence by TN.
. Update download records are also sorted in ascending sequence by TN. Only the final disposition of any record that changes
between downloads is reported. Customer's system must interpret function codes such as the receipt of an update record
where no insert previously existed.
. A file without data records indicates no content is available for the selected Region and extract type.
Geographic area extract selection criteria
The follOWing primary geographic selection criteria are available (as defined in the applicable MSAG):
. Community/Municipality name
. County/Parish name; and
. ESN and Entity (combined)
o
OMR115620
Page 6
Copyright @ 2005 Owest. All Rights Reserved.
4/28/05
Qwest 911 ALl Database Extract Agreement
,
.
Extract frequency
Owest 911 ADE downloads and updates are available: Full record downloads are available monthly, quarterly, yearly and on demand.
Full downloads include records that may not have changed since the last download. Changed record downloads are only available daily
or monthly.
. daily1
. monthly
. quarterly
. yearly
. on demand2
Notification of extracted data file availability
. For an additional charge, Customer may request to be notified via email when a file IS available for download. The charges for
this option are set forth in Section 4, below.
Extract data file retention on file server
. Extracted data files are stored on the file server for no more than fourteen (14) calendar days from the date of extract, and no
backup data files are maintained
Distribution method for extracted data files
. Extract files are not sent to Customer.
. Customer connects to the file server specified by Owest to download (pull) Its extract files. ThIS IS for extract files containing
less than 10,000 records. Extract files containing 10,000 or more records will be sent in the form of a compact disk ("CD")
. Customer IS provided a secure, specific partition within the file server which is required for changed record downloads.
. Customer uses a dial-up connection to retrieve data files from its pre-designated file server location.
. Customer may access the file server only to download ItS own files.
. File transmissions may utilize file compression technology.
4. RATES AND CHARGES
Qwest will charge Customer the following amounts for Service.
Charge Minimum
Setup per Region $585 nonrecurring Not applicable
InitiallUpdate full download $0.005 per Listing, recurring. $650 per Region
(10,000 or more records will NOTE: Customer will be billed for each Listing in
be in the form of a CD) the applicable Region, for each Full Download
report ordered.
Daily updates $0.008 per Listing, recurring. $945 per Region
NOTE: Customer will be billed monthly on a per
Listing basis for each Listing in the applicable
Region.
File notification (optional) $325 per year, recurring Not applicable
Premium fee (for Regions Initial/Update Full Downloads - $2,000 per each Not applicable
with more than 5 million 1 million Listings in excess of 5 million for each
Listings) Full Download report ordered.
Daily Updates - $2,300 per month per each 1
million Listinas In excess of 5 million, recurrina.
1 Daily update extracts contain Subscriber record changes during the previous 24-hour period, Tuesday through Friday. Monday
daily update extracts include record changes since the Friday extract.
2 On-Demand downloads and updates must be requested ten (10) business days in advance of the expected pull of the extract.
OMR1ls620
Page 7
Copyright @ 2005 Owest. All Rights Reserved.
4/28/05