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HomeMy WebLinkAbout5.726 Original Contract . . 5./~lJJ .~, 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 .., " 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 "- '\ 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 ., " 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