II 81 '9% - apscservices.info · and Procedure (RPP) and Arkansas state law. ... Greetings: certify that I, Sharon Priest, Secretary of State of Arkansas, do here4 PAETEC COMMUNICATIONS,

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E* y* \ :I * E BEFORE THE ARKANSAS PUBLIC SERVICE COMMISSION

PaeTec Communications, Inc.

Application for a Certificate of Public Convenience and Necessity to

1 1 Docket No.

Provide Resold Intrastate Interexchange and 1 Competitive Local Exchange Telecommunications 1

1 Service Within the State of Arkansas

APPLICATION FOR A CERTIFICATE OF PUBLIC CONVENIENCE AND NECESSITY TO

PROVIDE RESOLD INTRASTATE INTEREXCHANGE AND COMPETITIVE LOCAL EXCHANGE TELECOMMUNICATIONS SERVICE

WITHIN THE STATE OF ARKANSAS

In accordance with the State of Arkansas Public Service Commission Rules ofPractice and Procedure (RPP) Rules 705 (f) and 706, the following information is submitted in support of PaeTec’s application to provide both resold intrastate interexchange service and competitive local exchange telecommunications service in Arkansas.

1) Name of Applicant: Richard E. Ottalagana Executive Vice President

2) Legal Name of Business: PaeTec Communications, Inc.

3) Company Description: PaeTec is a privately held facilities - based competitive local exchange carrier and long distance provider. Headquartered in Fairport, NY near Rochester, PaeTec has assembled over 100 employees to support a nationwide local exchange and long distance plan. PaeTec has recently entered into purchase and installation agreements with Lucent Technologies for switching platforms to support our network, Daleen Technologies, Inc. for a billing platform, and Eftia OSS Solutions, Inc. for operational support and order flow processes.

4) Trade Name (d/b/a):

5) Address:

6) Federal Tax ID#:

7) Contact Person:

Not applicable.

290 Woodcliff Drive Fairport, NY 14450 Tel: (716) 340-2500 Fax: (716) 340-2563

16-1551095

JT Ambrosi Manager of Regulatory Affairs PaeTec Communications, Inc. 290 Woodcliff Drive Fairport, NY 14450 j t .ambrosi @,paetec. corn

8) Contact Tel. No: (716) 340-2528

9) Toll Free Cust. Serv. No: (877) 472-3832 (877-4-PAETEC).

10) Legal Counsel: Daniel J. Venuti, Esq. Executive Vice President and General Counsel PaeTec Communications, Inc. 290 Woodcliff Drive Fairport, NY 14450 Tel: (716) 340 - 2630 Fax: (716) 340 - 2563

11) Articles of Incorporation: A copy of PaeTec’s Arkansas Secretary of State Foreign Corporation Certificate and PaeTec’s Articles of Incorporation in the state of Delaware are included as Enclosure (2).

12) Geographic Area:

13) Proposed Services:

PaeTec plans eventual statewide telecommunications service for both long distance and local operations. Provision of resold intrastate interexchange service will be initially provided statewide. Provision of competitive local exchange service will begin in the Little Rock metropolitan statistical area initially with eventual provision statewide through switching facilities in Little Rock. Exchanges are listed in the enclosed local exchange tariff. It is requested that the Commission waive the requirement for a map in this application.

PaeTec proposes to provide resold intrastate interexchange telecommunications services including direct-dialed (“1 +”) message telecommunications services, 800/888/877 services, operator services (to presubscribed customers only), and postpaid calling card services in Arkansas. PaeTec proposes also to provide facilities - based competitive local exchange telecommunications services including residential and business network switched services, basic line services, PBX trunks, public access line service, directory assistance, operator services, and direct trunked and switched access to interexchange carriers desiring service through PaeTec facilities. PaeTec believes the provision of these services will enhance the competitive nature of the telecommunications market within the state of Arkansas and give the consumer of these services greater choice, increased quality and lower costs.

14) Officers and Directors: A list of the officers and directors is included as Enclosure (3).

15) Professional Expertise: PaeTec has one of the most qualified telecommunications staffs in the industry today. Please see Enclosure (4).

16) Financials:

17) Technical Description:

18) Current Certificates:

PaeTec has access to the financing and capital necessary to conduct the telecommunications operations as specified in this application. PaeTec submits its balance sheet and income statement as of September 30, 1998 as Enclosure (5). In addition, PaeTec has secured a letter of commitment from Newcourt Capital for a $49 million credit facility. That letter is also included in Enclosure ( 5 ) .

PaeTec service plans include the installation of a Lucent 5ESS - 2000 switch in the Little Rock metropolitan statistical area. PaeTec will interconnect with the Regional Bell Operating Company (RBOC) using leased facilities from the RBOC or an alternative provider for the transport and routing of telephone exchange service traffic and exchange access traffic as prescribed by Arkansas Public Service Commission Rules and Arkansas law. It is anticipated that the points of interconnection will be at the RBOC’s access tandem switching facility at which the majority of interexchange carriers have established a point of presence. PaeTec proposes that the RBOC meet PaeTec for similar services at the PaeTec switching site. PaeTec will initially lease both access and end-user trunking through SBC or an alternative provider. Later phases of our operational plan include use of unbundled network elements as specified in the Telecommunications Act of 1996. Consideration is ongoing for the provision of services through other independent common carriers operating throughout the state. Direct access may be provided both to end-users and interexchange carriers as the situation warrants.

PaeTec Communications, Inc. is certified to provide competitive local exchange service in NY, MA, NJ and PA. In addition, PaeTec Communications, Inc. is certified to provide resold intrastate interexchange service in NJ, TX, MA, MI, NH, CA, VA, IA, OH, DE, IN, NY, MT, NV, ME and PA. PaeTec Communications, Inc. has also filed an interstate interexchange tariff with the Federal Communications Commission.

Enclosure (1)

PaeTec Communications, Inc.

Application for a Certificate of )

Provide Resold Intrastate Interexchange and ) Competitive Local Exchange Telecommunications ) Service Within the State of Arkansas )

Public Convenience and Necessity to 1 Docket No.

ATTESTATION

As Applicant for a Certificate of Public Convenience and Necessity, I certify and agree to

abide by the provisions of the State of Arkansas Public Service Commission Rules of Practice

and Procedure (RPP) and Arkansas state law.

I understand that PaeTec Communications, Inc. must become a member of the Arkansas

Intrastate Carrier Common Line Pool (AICCLP) and must furnish an annual audit. I understand

that PaeTec Communications, Inc. is required by Order 8 of Docket No. 96-062-U to report

intrastate toll minutes of use in the area in which PaeTec Communications, Inc. provides

competitive local exchange service. I also understand that PaeTec Communications, Inc. is

required file an annual report pursuant to the Arkansas Code Annotated 0 23-2-308, report our

gross revenues annually in accordance with 0 23-3-109 and pay an annual fee in accordance with

5 23-3-1 10.

I further attest that information provided in this application and the supporting documents

is true and correct to the best of my knowledge and belief.

Dated: /- >-Sb

v PaeTec Communications, Inc.

Sworn to before me this 2nd day of November, 1998.

/// / f f r -

Enclosure (2)

Articles of Incorporation and Foreign Corporation Certificate

Jun-02-98 ll:66A Accelerated'Info & Doc 618 434 3641 P.04

State of Delaware

Ofice of the Secretmy of State PAGE 1

I, EDWAN) 3. FREEL, SECWTARY .OF DTATE OF THE STATE OF

DELAWARE, DO HEREBY CERTIFY RIE ATThCHEn TS A TRUE AND CORRECT

COPY OF THR CERTIFICATE OF INCORPORATTON OF "PAETRC

COMMUNICATIONS, I N C . " , FILED TN THIS OFFICE ON TEE TWENTY-EIGHTH

DAY OF MAY, A.D. 1998, AT 3:05 O'CLOCK P.M.

A FILED COPY OF THIS C E R T I F X ~ T L HAS BEEN FORWXRDED TO THE

NEW CASTLE COUNTY RECORDER' OF pems. r *

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Sharon M e s t SECRETARY OF STATE

CERTIFICATE OF AUTHORITY TO FOREIGN CORPORATION

70 A l l t o whom f iese Presents ShallCome, Greetings:

certify that I, Sharon Priest, Secretary of State of Arkansas, do h e r e 4

PAETEC COMMUNICATIONS, INC.

hus fibdin this ofice a duCy authorizedcertificate of Fxistence, a statement naming the state, territory or fmeign country u d e r whose h w s the Cmpwation was incmymated the date of its incmpmation andperiodof duration, the nature of the Gusiness qf the Cqvmatiun, the ddi-ess oJ iiie ~ e m e r d o f i i c q , ur)?l-inz&arpliice o f h i:zcss q- tlis Cwpmatiuq in thejurisdiction under whose h w s the Cmporation was incm-matei.4 a statement inclding the name andddress of the rzgisteredagent of the Cwpmation upqn whom Service of Process m a y 6e h d i n any of the courts of the State of Arkansas, a statement showing the num6er of shares qf the Cypmatiun4 capitalstocg awned m to 6e owned6y resident: of this State of Arkansas a d t h e p a r v a h e of each share, a statment of the v a h e ofthe assets awned6y the Cmporatim i n c l i i n g those in Arkansas. that saidcwpmation has pa id the fees r e q u i r e d 4 h w t q 6epaidandlias in allthings cumpficd with theprovisions of Ac t 958pf 198; as enGctedby the General asem6Cy of Arkansas.

Enclosure (3)

List of Officers and Directors

Arunas A. Chesonis 18 Buckthorn Run Victor, NY 14564

Bradford M. Bono 5 Bromley Court Voorhees, NJ 08043

Richard E. Ottalagana 965 Strong Road Victor, NY 14564

PaeTec Communications, Inc. 290 Woodcliff Drive Fairport, NY 14450

716-340-2500

Directors

Arunas A. Chesonis President, Chairman and CEO 18 Buckthorn Run Victor, NY 14564

Richard E. Ottalagana Executive Vice President and Treasurer 965 Strong Road Victor, NY 14564

Officers

John Baron 1 16 Selbourne Chase Fairport, NY 14450

Joseph D. Ambersley 4007 WesfMadura Road Gulf Breeze, FL 32561

Edward J. Butler, Jr. 12 Kingsview Court Williamsville, NY 14221

Edward J. Butler, Jr. President - Wholesale Markets 12 Kingsview Court Williamsville, NY 1422 1

Bradford M. Bono President - PaeTec East 5 Bromley Court Voorhees, NJ 08043

Richard J. Padulo Executive Vice President - Engineering & Operations 1650 Brooks Avenue Rochester, NY 14624

Joseph D. Ambersley President - PaeTec South 4007 West Madura Road Gulf Breeze, FL 32561

Daniel J. Venuti John Baron Executive Vice President, Secretary and General Counsel 106 Huntshill Road Solvay, NY 13209

President - PaeTec North 116 Selboume Chase Fairport, NY 14450

Timothy J. Bancroft Vice President - Finance 35 Little Spring Run Fairport, NY 14450

Enclosure (4)

Biographies

Arunas A. Cliesonis President and Chief Executive Officer

Arunas A. Chesonis, 36, is the President and Chief Executive Officer of PaeTec Communications, Inc.

Formerly with ACC Corp. the parent company for all ACC-owned operations in the United States, Canada, Germany, and the United Kingdom Mr. Chesonis was also President and Chief Operating Officer for ACC Global Corp. which coordinated all purchasing and network optimization for international terminations and fiber capacity for ACC worldwide.

Mr. Chesonis joined ACC in May, 1987 as Vice President of Operations for the U.S. business unit. In January, 1989, he was named President of ACC Long Distance Corp. (U.S.). He has also been President of ACC's Canadian operations and Managing Director of ACC's UK enterprise primarily during the initial startup years. Prior to joining ACC, he held various positions within Rochester Telephone Corporation, now Frontier Corporations.

Mr. Chesonis holds a B.S. in Civil Engineering from MIT and an MBA from the University of Rochester. In 1995, he received the Rochester Business Journal "Forty Under 40" award. In 1997, he received the Rosenthal Award for Innovation in Modem Finance from the Simon School at the University of Rochester. He is an active board member of Compeer, Inc. and the Humane Society of Monroe County.

Mr. Chesonis lives in Victor, New York with his wife, Pamela, and their three children, Adam, Erik and Tessa.

Joseph D. Ambersley Regional President (South)

Joseph D. Ambersley has been working in the telecommunications industry for the past sixteen years beginning in 1983 with Microtel, Inc. in Boca Raton, FL. He served as vice President of Carrier Sales for ATCRvZicrotel, and for the past seven years has been Vice President of Carrier Sales at National Tel of Florida.

Mr. Ambersley was elected to the Board of Directors of ACTA, one of the national trade associations representing interexchange carriers, and served from 1995 to 1998. He has been the secretary/treasurer of the Associated Communications Companies of America (ACCA) for the past five years.

Mr. Ambersley received a Bachelor of Science Degree from Florida State University in 1972 and a Masters Degree from Rollins College in 1976. Prior to 1983, Joseph was the Athletic Director at the University of West Florida in Pensacola

Jack Baron Regional President (North)

Jack joins PaeTec Communications, Inc. with over 14 years management experience including 7 years in telecom sales and customer service management. Most recently, Jack served as Vice President of Sales and Customer Service for ACC TeleCom’s US operations. In just under 3 years, Jack’s commercial sales teams grew annual revenues from $30 Million to over $100 Million, and successfully transitioned ACC from plain vanilla long distance sales and service to a comprehensive product offering of long distance, local, internet and data services. During his tenure with ACC, in addition to US sales, Jack managed Account Development, Customer Service, Sales Support, Information Processing, University Sales and Service, and Marketing.

Prior to joining ACC in 1995, Jack served as President of ET1 Technical College - a 4 year engineering college in Cleveland, Ohio. While there Jack had full profit and loss responsibility and returned the college to profitability following $1 Million in annual losses prior to his arrival in 1992.

Jack was Vice President of Corporate Sales and Telephonic Banking at Goldome Bank through the late 80s and early 90s, managing 114 people comprising the bank’s largest and most profitable sales and customer service groups. Jack was a regional manager for Allnet Communications for all of Western New York State and Pennsylvania from 1983 to 1987.

Jack has an MBA from Syracuse University with a concentration in marketing where he graduated summa cum laude. He as a BS in Neuroscience from the University of Rochester.

Jack lives in Fairport with his wife Lisa and their two daughters, Jessica and Lauren.

Richard Ottalagana Executive Vice President

Richard Ottalagana, 55, has over 30 years experience in the telecommunications industry. Dick began his career in telecommunications working summers as a central office installer for Stromberg-Carlson while attending Rider University. After his discharge from the Army, Dick worked for approximately 2 years with GTE as an auditor before joining Rochester Telephone Corp (now Frontier) in 1972. While at Rochester Telephone he held managerial positions in virtually all disciplines over a 20 year span, including sales, operations, engineering, labor relations, operator services, regulatory, accounting and finance.

Dick joined ACC Corp in 1993 as Director of Business Development where his primary duty was to develop a business plan for that company to enter the local exchange marketplace as a competitive local exchange carrier (“CLEC”). With approval of that plan by ACC’s Board of Directors, Dick was promoted to Vice President and General Manager where he had overall responsibility to develop and implement the local exchange plan. Primarily under Dick’s leadership, the CLEC subsidiary became the first profitable CLEC in the United States with

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annualized revenues of approximately $60 million at the end of 1997. Because of his daily involvement, the CLEC became both net income and cash flow positive approximately three years ahead of the expected results in the business plan.

Dick holds a bachelor degree in accounting and has numerous technical telecommunications courses to his credit. He serves as Chairman of the Board to the Summit Federal Credit Union. Dick is active in a variety of community activities in Rochester, New York where he resides with his wife, Jean and daughter Lynne.

Richard J. Padulo Executive Vice President of Engineering & Operation

Dick Padulo is joining PaeTec Communications with over 34 years of experience in the telecommunications industry. Dick started his career in the U.S. Army as a communications specialist. From there, Dick was employed at Rochester Telephone Co., now known as Frontier Communications. His technical experience includes central office switching, operations and teaching switch center operations and management.

In 1992, Dick joined ACC TeleCom as the Director of Operations where he assisted in the management of the long distance operations in the United States and Canada.

In 1994, Dick assisted in the start up of ACC’s local telephone subsidiary, ACC National Telecom, where he assisted with the business planning and assumed the position of Director of Operations and Engineering. He was also involved in building six switch sites and networks for the core of the business.

Dick has received several certificates and certifications for various seminars and training facilities.

Dick resides in Rochester, N.Y. with his wife, Mary and they have 2 children.

Daniel J. Venuti Executive Vice President, Secretary and General Counsel

Dan Venuti, 38, comes to PaeTec Communications with over 14 years experience in corporate legal matters, with a concentration in telecommunications law. Prior to joining PaeTec, Dan served as Vice President and General Counsel for ACC TeleCom in Rochester, New York, with responsibility for all of ACC’s United States legal and regulatory operations. Dan joined ACC in 1994 and actively supported all aspects of ACC’s long distance, CLEC, internet, and data services product offerings. He also successfully guided ACC’s publicly traded parent company, ACC Corp., through a number of acquisitions, financing transactions, and secondary stock offerings.

Prior to assuming the General Counsel role at ACC, Dan spent just under 10 years in private practice with Bond, Schoeneck, & King, the largest law firm in Central New York. Dan built a

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successful general corporate practice serving the various needs of the business community, while also developing a specialized practice focusing on telecommunications-related matters.

Dan holds a J.D. from the State University of New York at Buffalo School of Law, where he graduated Magna Cum Laude. He also has a B.A., Magna Cum Laude, from Syracuse University. Dan is a member of the American Corporate Counsel Association, the Federal Communications Bar Association, the New York State Bar Association, and the Onondaga County Bar Association.

Dan resides in Solvay, New York with his wife, Paulette, and their three children, Brian, Kimberly, and Gina.

Tim Bancroft Vice President of Finance

Mr. Bancroft joins PaeTec with over 25 years of experience in the communications industry, having held a variety of pertinent positions with Frontier Corporation and most recently, as the Vice President of Finance of a subsidiary of Citizens Communications. His diverse experience includes marketing, strategic business planning, mergers and acquisitions in addition to a traditional corporate finance role and perspective.

Mr. Bancroft’s career accomplishments include the completion of a $40 million debt financing for Frontier’s long distance subsidiary, leadership of marketing initiatives and competitive bid proposals that gained and retained key customers, and the successful negotiation of strategic interconnection and partnering agreements with industry players.

Tim holds a Bachelor of Science degree in Business Administration from the Rochester Institute of Technology and participates as a parks and recreation commissioner in the community of Perinton.

Tim resides in Fairport with his wife and family.

244719. I

August N. Lindsay

Vice President, Information Services

Augie is joining PaeTec Communications with over 30 years of experience in the telecommunications and information services industry. Augie started his career at Rochester Telephone Co., now known as Frontier Communications. At Rochester Telephone Augie held various technical and managerial positions. His technical experiences include central office switching, ongineering, regulatory and programming. He has managed various programming, LANNAN, network communications and voice and data groups.

In 1993 Augie joined ACC to assist in the start up of their local telephone subsidiary known as ANTC. He assisted with the business planning, switch selection and was totally responsible for the billing systems and services. His title was Director of Billing Systems and Services.

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In 1995 Augie became Director of MIS with total MIS responsibility for the local and long distance subsidiaries.

Augie has degrees in Industrial Management and Office and Administrative Management from Rochester Institute of Technology. He has spoken at various industry conferences on billing issues and the CLEC industry. His outside interests include volunteering in various community and youth organizations, family vacations and golf.

J

Robert D. Moore

Director, Information Systems

Bob is joining PaeTec Communications with eight years of Software Engineering and Information Technology experiences. Most recently, Bob was employed by ACC Long Distance Gorp. as the Manager of Midranee Development and Internet Services.

While at ACC, Bob was responsible for enterprise applications development (trouble ticketing, sales commissioning, university billing, and engineering), call detail collection systems deployment (Lucent SESS, DSC DEX, and university PBXs), and enterprise UNIX systems administration. Additionally, Bob was directly respopsible for the jumpstart of the ACC Long Distance Inteanet operation as well as providing Internet customer presale technical supprt . Bob's telephony systems development credits include codevelopment of the ACC UK call rating system and a university administrative billing system.

Bob's general information systems background includes objectsriented software engineering, database applicatiops development, LA" technologies, and technical customer consultation.

Bob holds a Bachelor's of Science degree in Computer Science with a minor in Business Management b m the Rochester Institute of Technology. His interests include volunteering, hiking, biking and leading edge information technology issues.

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Jeffrey J. Cardinal Director of Operations

Jeff Cardinal is joining PaeTec Communications with over 13 years of combined experience and education in the telecommunications industry. Before entering the work force, Jeff earned his Bachelor of Science Degree in Telecommunications fi-om the State University of New York.

In 1989, Jeff began his career at ACC TeleCom as a Long Distance Switch Technician. In his nine years at ACC, Jeff contributed to operations expansion efforts in the US, Canada, and the United Kingdom.

In 1994, Jeff began his management career at ACC as Supervisor of LD Traffic Engineering, where he was soon promoted to Manager of Network Services. Most recently, Jeff had management responsibility for Switch Operations, as well as Long Distance Engineering.

Jeff has received several certificates for the completion of both technical and management training.

Jeff resides in Rochester, NY with his wife Kelly.

Bruce Holton .- Director, Network Systems Development

Bruce Hdton comes to PaeTec with 12 years of software engineering experience and 5 years in the telecommunications industry. Prior to joining PaeTec Communications, Bruce was employed at ACC Corp. There, Bruce participated in a group charged with reducing global network costs by 2 million ddlars annually. In this position, he was responsible for building the information systems needed to support international network planning. Bruce also did much of the initial analysis required to find network cost savings.

The systems he designed featured international traffic and cost analysis, identification of potential saving in the network, least cost routing, carrier margin analysis, and trunk group utilizatiodcapacity analysis. He developed similar systems for the US and UK domestic networks. This indudes end office and tandem traffic analysis as well as an actual cost versus least cost analysis. With the systems in place, Bruce also coordinated the international cost reduction group responsible for monitoring network costs, utilization, and carrier margins.

Bruce's software engineering experience indudes development of high performance object oriented applications, data communications applications, and database applications design.

Bruce has a Bachelor of Science with majors in Computer Science, Mathematics, and Applied Physics.

Kevin L. Shannon Director of operations

Kevin Shannon joins PaeTec Communications with over 9 years of experience in the telecommunications ind&ry. Kevin started his career with ACC Telecom as a switching technician in 1989. His technical experiences are in switching and transmission systems.

In 1995, Kevin became an Operations manager for ACC Telecom which consisted of managing two switching sites. He also managed a switch database management group.

In 1997, Kevin became the Director of Operations at ACC implementing and expanding 8 switching centers for ACC Telecom. This included managing vendors and personnel for all the ACC switching centers.

Kevin received his Bachelors in Electrical Engineering from the State University of New Yo& at Binghamton. He continued his education at Rochester Institute of Technology receiving his Masters of Business Administration in 1997.

Greg Utberg Director of Enginecring

Greg Utberg joins PaeTec Communications With 20 years of experience in the telecommunications indusk. Greg started his career with Rochester Telephone Corporation in 1979.

In 1983 through 1987, Greg was involved as a Switch Technician in the conversion of all RTC Electromechanical Switches to the latest SESS digital switch platforms, including a major Centrex Business office cuttover and the first AT&T SESS Optical remote switch installation.

In 1988, Greg was promoted to Switching control Center Supervisor, responsible for network Surveillance of over 30 major switching centers h m a single Switching Control Center location. Greg directed technical support for five local exchange companies with networks with consisted of 550,OOO lines and 125,000 trunk circuits.

In 1992 Greg worked for one year as Senior Engineer Specializing in ISDN Technology. Greg provided technical support to groups, which include Sales, Marketing, Network Maintenance & Surveillance, etc.

In 1993 Greg was promoted to Project Manager responsible for implementation of a $6.5 million, Enterprise Network Management Platform. Greg’s responsibilities also included RFQ development, hctional specifications and requirements document development, budgeting, product delivery scheduling and tracking, Application Testing and Acceptance and System Administration.

In 1996 Greg was promoted to Director of Operations, Responsible for the Management, Budgeting and Planning in departments which included: Outside Plant Construction, Network Operations Center, High Cap Services, Installation and Repair, POTS Bureau, POTS Installation and Repair and Network Data Services. Greg had overall responsibility for the build out, provisioning, installation & repair of local exchange switched services and high cap/special transmission and data services.

Michael R Serinis Director of Engineering

Mike Serinis is joining PaeTec Communications with over 17 years of expriehce in the telecommunications industry. .Mike started his telecommunication career with Rochester Telephone Co., now known as Frontier Communications, in 198 1. His technical experience includes telephone-switching systems engineering, network engineering and management.

In 1993, Mike joined ACC TeleCom as the Manager of Network Services for Long DMtance where he directed a group that provided 800 portability setup/maintenance, network routing, network traffic analysis and long distance product development for both US and Canada.

In 1994, Mike assisted in the startup of ACC’s local telephone subsidiary, ACC Natioual Telecom, where he managed both the Systems and Equipment Engineers that supplied required translations and site equipment for seven switch locations. In 1997, he was promoted to Director of Engineering for both Local and Long Distance.

Mike has received several certificates and certificatons for v a r i ~ seminars and formal training courses.

Mike resides in Rochester, N.Y. with his wife, Karen and three (3) children.

Miclrele B. Gottorff Manager of Network Planning and Provisioning

Michele Gottorff is joining PaeTec Communications with 5 years of experience in the telecommunications industry. Michele started her career at ACC TeleCom as a Network Cost Analyst for both the US and Canadian Long Distance subsidiaries.

After a year and a half, she was promoted to Senior Network Planning Analyst. In this position, she was involved in growing and monitoring the long distance network in the most cost effective and efficient manner. This also included the planning of the installation of a new long distance switch in New York City and the decommissioning of a long distance switch in Syracuse.

Michele resides in Greece, NY with her husband Richard and son Jacob.

Richard J. Drake Manager of Operations

Richard Drake joined PaeTec Communications with over 38 years experience in communications. Richard started his career in the US Army where he spent 12 years in Microwave and Area Communications. Though leaving the US Army in 197 1, Richard remained in the US Army Reserves in Communications and retired in 1985 with 26 years of service. After leaving the Army in 1971, Richard went to work for Illinois Bell Telephone as a switch technician until 1973 when he transferred to Rochester Telephone Company in Rochester, NY.

Richard remained a switch technician working in tandem and local end offices until 1988 at which time he was promoted to a Technical Foreman. At Rochester Telephone Richard was heavily involved in the testing and turning up of several 5ESS offices both as a switch technician and as a Technical Foreman. During his tenure at Rochester Telephone, Richard daily oversaw the operations of from two to fifteen central offices. Retiring h m Rochester Telephone in 1995 he went to work for ACC &rp. where he was involved in the testing and turn up of five different switches.

Richard received an Associates Degree from the University of the State of New York in 1987.

Richard has been married to his lovely wife Marilyn for almost 37 years and lives in the Rochester area. They have two daughters who are also married and reside in the Rochester area.

Daniel Miller Information Systems Analyst

Daniel Miller, comes to PaeTec Communications with 16 years of IS experience and 5 years in the telecommunications industry. Prior to joining PaeTec Communications in June 1998, Dan was employed by ACC TeleCom. There, Daniel worked with a group that was responsible for building and enhancing legacy systems that supported rating, billing, university, customer service and internet. Daniel’s most recent assignment for ACC was as the technical project leader on the implementation of a new convergent billing system.

Daniel’s software design experience includes optical storage applications, banking applications and statement applications.

Daniel has a Bachelor of Science Degree in Mathematics h m St. John Fisher College. He resides in Rochester with his wife, Karen, and they have 2 children.

Henry J. Andrews Engineer

Henry Andrews is joining PaeTec Communications with over 34 years of experience in the telecommunications industry. Henry graduated fiom Case Institute of Technology, now known as Case Western Reserve University, with a Bachelor of Science in Electrical Engineering. From there, Henry was employed at Rochester Telephone Corporation, now known as Frontier Corporation. For 24 years, he was in the Engineering Department, engaged in design and development, product evaluation, technical assistance and various application projects. For 5 years he was Supervisor in the Switching Control Center.

In 1993, Henry joined ACC TeleCom as an engineer. He initially assisted in setting up switch connections to various universities.

Since 1994, Henry has assisted with the start up of ACC’s local telephone subsidiary, ACC National Telecom, where he worked on central office and customer site engineering.

Henry resides in Pittsford, NY with his wife, Marilyn and their three children.

,

Richard Conley Systems Engineer

Richard Conley joins PaeTec Communications with over 30 years of experience in the telecommunications indaky. Richard started his career with Rochester Telephone (Now known as Frontier Communications of Rochester) as a Frame technician in 1966. His technical experience is in switching systems.

In 1996, Richard retired fiom Rochester Telephone after 30 years service covering areas which include Switch Operations (Frame and Switch Technician, Technical Support Technician #2SCC), PBXAR (Installations and Repair), Special Services Engineering, and SESS Switch Engineering.

In 1996, Richard joined ACC Telecom as a Switch Engineer and was responsible for the turn up and everyday engineering for the local switch in New Yo& City until his departure fkom ACC and his joining PaeTec Communications, Inc..

Richard served 4 years in the United States Air Force and held the rank of Staff Sergeant.

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Bill Fitzpatrick Engineer

Bill joins PaeTec Communications, Inc. with seventeen years of experience in the communications industry.' Prior to joining PaeTec, Bill was employed by ACC TeleCom where he started as a NOC Analyst, analyzing and monitoring a worldwide , telecommunications network. Shortly after holding that position, Bill advance to Sales Engineerkroject Manager. In this position, Bill completed preliminary design for Internet service and helped introduce statewide service. He also completed migration of DID and DOD service fkom ROBOC to CLEC.

Prior to joining ACC, Bill's experience was with Tech Comm and TeleData Communications.

Bill received an Associates Degree fkom the FAA Academy in Oklahoma City and is currently working towards a degree in Telecommunications at Empire State College.

Bill resides in Fairport, NY with his Wife, Lynn.

Robert A. Holevinski Engineer

Bob Holevinski is joining PaeTec Communications with over 33 years of experience in the telecommunications industry. Bob started his career at Rochester Telephone Co., now know as Frontier Communications. His technical experience includes “I”’ carrier, Microwave, Trunking, Transmission, Special Services, PBX, Power, Operations and Management.

In 1995, Bob joined ACC TeleCom to work on the local telephone subsidiary (ACC National TeleCom) providing engineering expertise for customer installations.

Bob resides in Livonia, New York with his wife Ann and their three children.

\

Danicl G. Martin Network Planning Engincer

Daniel Martin joins PaeTec Communications with over 10 years of experience in the telecommunications indusky. Dan started his career with RCI Long Distance as a RadioFiber technician in 1988. His technical experiences are in switching, transmission systems and Networking.

In 1993, Danjoined ACC long Distance as a Field Service Technician with primary responsibilities for ACC’s Network and CPE in the Albany NY to New Yo& City Region.

In 1995, Dan became the Manager of Operations for ACC UK with primary responsibilities for ACC UK’s CPE installations and maintenance. This included managing vendors, personnel and price negotiations for all ACC owned equipment.

In 1996, while still in the UK for ACC Dan implemented the ACC UK Network Operation Support (NOS) group. This included staffing, Trouble Ticket System implementation and development to meet the UK’s stringent CPI requirements. During his tenure as NOS Manager his group maintained a 96% rating within the CPI guidelines, which was the highest of all UK carriers.

In 1996, Dan Transferred to ACC Headquarters in Rachester NY as an International Quality Engineer. Primary responsibilities included International Quality Standards and Measurements within ACC’s Network and via external Carriers.

Dan received his BS in Electrical/Mechanical Engineering from Siena College in . Loudenville NY. Dan will be pursuing his MS in Information Technology fkom Rochester Institute of Technology beginning January 1999.

c

Mike Meath Systems Engineer

Mike Meath joins PaeTec Communications with over 9 years of experience in the telecommunications indusk. Mike started his career in 1987 working part time with Rochester Telephone Corp (now Frontier Corp) as an Installerhtepair technician.

In 1989, Mike joined Frontier’s Operations Dept fill time as a Network Operations Engineer with responsibility for automating work processes. In 1990, Mike moved to Control Foreman with responsibility for the daily work activity of 50 installers in the Rochester Metropolitan area.

In 1991, Mike joined Frontier’s Engineering Dept as a Network Planning En&eer with responsibility for corporate-wide review of Operational Support Systems (OSS) and Call Center applications. In 1993, Mike moved to Network.Service Engineering with responsibility for the support and maintenance of the Integrated Services Digital Network (ISDN). Duties included central office capacity planning and sales support for customer premise equipment (CPE) and applications such as Internet, Videownferencing, LAN bridging, and Packet.

In 1996, Mike joined MCI Communications Corp as a Sales Engineer with responsibility for pre- and post-sale technical support for MCI’s Global accounts. Responsibilities included the development of technical proposals, project management of service installations, escalation point for repair issues, development of customer service reviews and analysis of network designs.

Mike holds a B.S. in Electrical Engineering from Clarkson University and a M.S. in Electrical Engineering from the Rochester Institute of Technology. In 1989, Mike became certified as an Intern Engineer in the State of New York.

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P

PaeTec Cow. Consolidated Balance Sheets

September 30,1998

Assets

Current assets Cash Subscriptions receivable Inventory

Total current assets

Fixed assets, net

Other assets Security deposits Organization costs, net Deferred financing

Total other assets

Total assets

$ 8,536,032 1,277,500 5,230,000

15,043,532

1,564,167

49,166 89,265 50,000

188,431

$16,796,130

Liabilities and Stockholders' E~ui ty

Current liabilities Accounts payable and accrued expenses Accrued payroll and related benefits

$ 1,162,588 209,915

Total current liabilities 1,372,503

Long term liabilities Loans from shareholders 409,914

Total liabilities 1,782,417

Shareholders' equity Common stock Paid-in-capital Retained earnings

Total stockholders' equity

146,850 16,840,037 (1,973,174) 15,013,713

Total liabilities and stockholders' equity $16,796,130

PaeTec Corp. Consolidated Income Statements

For the Month and the Five Month Period Ended September 30,1998

Income

Expenses Payroll and related benefits Advertising and promotion Dues and fees Insurance Professional fees Travel, meals, conferences Maintenance Office supplies Rent and utilities Telephone Depreciation and amortization

Total Expenses

Loss from operations

Other income

Net loss

Month Ended SeDt. 30. 1998

$0

579,049 4,521 2,996 3,000

75,528 37,355

41 1 12,004 16,677 10,966 40,700

783,207

11,682

($771,525)

Five Month Period Ended SeDt. 30. 1998

$0

1,583,148 6,021

10,226 1 1,280 82,006

121,192 6,611

31,153 59,418 16,603 70.281 - -.-- -

1,997,939

(1,997,939)

24,765

($1,973,174)

Enclosure (5)

Financials and Crediti Facility

9 Newcourt Capital

44 Whippany Road Morristown, New Jersey 07962

Telephone: (973) 397-3000

October 8, 1998

Mr. Timothy Bancroft Treasurer PaeTec Communications, Inc. 290 Woodcliff Drive Fairport, NY 14450

Dear Tim:

You have advised us that PaeTec Communications, Inc. (the Tompany“), together with PaeTec International, Inc. (“International”; the Company and International each individually a “Borrower”, and on a joint and several basis, the “Borrowers”) seek financing for capital expenditures, permitted acquisitions, working capital, and other general corporate purposes. Attached hereto is a Summary of Terms and Conditions (the “Term Sheet”) describing the general terms and conditions for an aggregate $49,000,000 senior secured credit facility (the “Facility”).

Based upon and subject to the terms and conditions set forth in this commitment letter (the “Commitment Letter”), the Term Sheet and the fee letter of even date herewith (the “Fee Letter”; the Fee Letter, the Commitment Letter, and the Term Sheet being collectively referred to hereinafter as the “Commitment”), A T & T Commercial Finance Corporation (“AT&T CFC”) is pleased to advise you of its commitment to provide the Facility and to act as administrative agent (the “Agent1’) under the Facility. In addition, Capital Syndications Corporation, an affiliate of AT&T CFC has agreed to act as arranger (the “Arranger”) for the syndication of the Facility.

The Commitment does not set forth all of the terms and conditions of the proposed transaction; rather, it is only an outline, in summary format, of the major points of understanding from a structuring standpoint which will be the basis of the‘final transaction documentation (which are collectively referred to herein as the “Transaction Documents”) and other related documentation which will be drafted by, and will be in form and substance satisfactory to, the Agent, the Arranger, and their counsel. All terms used in this Commitment Letter and not otherwise defined herein shall have the meanings ascribed to them in the Term Sheet.

The Borrowers agree to (i) reimburse the Agent and the Arranger for all reasonable out-of-pocket expenses (including the fees, disbursements and other charges

of outside counsel, local counsel, consultants and other experts for the Agent and Arranger) (collectively, the "Costs") incurred in connection with the Commitment, the transactions contemplated by the Commitment, and the on-going due diligence of the Agent and the Arranger, including without limitation, travel expenses and costs incurred in connection with the syndication of the Facility, and the preparation, negotiation, execution, administration and enforcement of any document relating to this transaction; (ii) indemnifjr and hold harmless the Agent, the Arranger, and their respective affiliates, officers, employees, agents, attorneys, and directors (collectively, the "Indemnified Persons") against any and all losses, claims, damages, or liabilities of every kind whatsoever to which the Indemnified Persons may become subject in connection in any way with the transaction which is the subject of the Commitment, including without limitation expenses incurred in connection with investigating or defending against any liability or action whether or not a party thereto, except to the extent any of the foregoing is found in a final judgment by a court of competent jurisdiction to have arisen solely from such Indemnified Person's gross negligence or wilfbl misconduct (such determination would not impair a right of recovery by other Indemnified Persons); and (iii) assert no claim against any Indemnified Persons seeking consequential damages on any theory of liability in connection in any way with the transaction which is the subject of the Commitment. The obligations described in this paragraph are independent of all other obligations of the Borrowers hereunder and under the Transaction Documents, shall survive the expiration, revocation or termination of the Commitment, and shall be payable whether or not the financing transactions contemplated by the Commitment shall close. The Agent's and Arranger's respective obligations under the Commitment are enforceable solely by the Borrowers and may not be assigned by the Borrowers to, or relied upon by, any other person. AT&T CFC hereby confirms the receipt by it of a deposit of $50,000 (the "Deposit") from the Borrowers to be applied to the Costs and the Borrowers hereby aknowledge and agree that such Deposit is non-refundable.

The Borrowers shall keep the Commitment confidential and shall not disclose the Commitment to any third person except (i) their respective legal counsel and accountants (who shall also be subject to the confidentiality provisions hereof), (ii) where the same is required by applicable law, including, without limitation, securities laws, (iii) the Company may disclose the aggregate amount and maturity of the Facility and the identity of the Agent to its investors, and (iv) with the prior consent of the Agent as to timing and content, the Company may issue a press release relating to the Corqmitment. The confidentiality obligation shall not extend to information which becomes available to the public other than as a result of disclosure by any Borrower or any of their affiliates. Without limiting the generality of the foregoing, no Borrower shall use the Commitment as a representation of its individual or the Borrowers' collective creditworthiness. Third parties are not to rely on the Commitment in extending, or considering extensions of, any credit to any Borrower. Each Borrower acknowledges and agrees that the,Agent and Arranger may share with their respective affiliates and advisors any information relating to the Facility and the Borrowers subject to the terms of the Non Disclosure Agreement dated July 16, 1998 and the Addendum thereto dated July 27, 1998 among the Borrowers and the Agent. Each Borrower further acknowledges and agrees to the disclosure by the

2

Agent and Arranger of information relating to the Facility to Gold Sheets and other similar bank trade publications, with such information to consist of deal terms, syndication details and other information customarily found in such publications.

The Commitment is issued by the Agent and Arranger based upon the financial and other information regarding the Borrowers previously provided to the Agent and Arranger. Accordingly, funding of the Facility represented by the Commitment is subject to the fulfillment to the satisfaction of the Agent and Arranger of, among others, the following conditions: (i) there shall not have occurred after the date of such financial and other information any material adverse change in the business, assets, liabilities (actual or contingent), operations or condition (financial or otherwise) of any Borrower, (ii) the Agent and Arranger shall continue to be satisfied with the business, assets, liabilities (actual or contingent), operations and condition (financial or otherwise) of the Borrowers, (iii) the information concerning the Borrowers shall not differ in any material respect from the information previously provided to the Agent and Arranger by or on behalf of the Borrowers, (iv) the determination of the Agent and Arranger, that, prior to and during the primary syndication of the Facility, there shall be no competing issuance of debt, securities or commercial bank facilities of the Borrowers, being offered, placed or arranged except (x) for the issuance of equity to AT&T CFC, or an affiliate thereof as contemplated in the Term Sheet or (y) with the prior written consent of the Agent and Arranger, and (v) the Agent and Arranger shall have completed, to their satisfaction, all legal, business and other due diligence review of the business, assets, liabilities, operations and conditions (financial and otherwise) of the Borrowers. Further, the Commitment is subject to there not having occurred at any time prior to funding the Facility any material adverse disruption or other change in the financial, banking or capital markets that would have, in the reasonable judgment of the Agent and Arranger, a material adverse effect on the syndication of the Facility. The Agent and Arranger shall be entitled, with the Borrowers' consent, to change the pricing, structure or terms of the Facility if the Agent and Arranger determine that such changes are advisable in order to ensure a successful syndication or an optimal credit structure; provided, however, that the aggregate amount of the Facility shall remain unchanged.

The Commitment is further conditioned upon preparation, execution and delivery of the Transaction Documents and other related documentation in form and substance satisfactory to the Agent, Arranger and their counsel and incorporating the terms and conditions outlined in the Commitment and such other or further terms and conditions not set forth herein, as are approved or required by the Agent, Arrangkr or their counsel. The Transaction Documents and such related documentation, when executed and delivered by all parties thereto, shall evidence the Commitment to the Borrowers, and (except as otherwise provided herein with respect to indemnification, limitation of liability and payment of Costs and the like by the Borrowers and matters of confidentiality) upon said execution and delivery, this letter shall have no further force or effect.

3

Each of the Borrowers agrees to actively assist the Agent and Arranger (including after the closing of the Facility) in achieving a syndication of the Facility. Such syndication may be accomplished by a variety of means, including direct contact during the syndication between senior management and advisors of the Borrowers, and the proposed syndicate members. To assist in the syndication efforts each of the Borrowers hereby agree (i) to provide and cause its advisors to provide the Agent, Arranger and the other prospective syndicate members upon request with all information reasonably deemed necessary by them to complete the syndication, including but not limited to information and evaluations prepared by the Borrowers and their advisors, or on their behalf, relating to the transactions contemplated hereby, (ii) to assist the Agent and Arranger in the preparation of an "Information Memorandum'' to be used in connection with the syndication of the Facility and (iii) to otherwise assist the Agent and Arranger in their syndication efforts, including making officers and advisors of the Borrowers available from time to time to attend and make presentations regarding the business and prospects of the Borrowers, as appropriate, at a meeting or meetings of proposed syndicate members.

It is understood and agreed that the Agent and Arranger, after consultation with the Borrowers, will manage and control all aspects of the syndication, including decisions as to the selection of prospective lenders and any titles offered to prospective lenders, when commitments will be accepted and the final allocations of the commitments among lenders.

Each of the Borrowers hereby represents and covenants that (i) all information, other than Projections (as defined below), which has been or is hereafter made available to the Agent and the Arranger by any of the Borrowers or their respective representatives in connection with the transactions contemplated hereby ("Information") is and will be complete and correct in all material respects and does not and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein not materially misleading and (ii) the financial projections concerning the Borrowers that have been made available to the Agent and Arranger by or on behalf of the Borrowers (the "Projections") have been prepared in good faith based upon reasonable assumptions. The Borrowers agree to supplement the Information and the Projections from time to time until the closing date so that the representation and warranty in the preceding sentence is correct on the closing date. In arranging and syndicating the Facility, the Arranger will be using and relying on the Information and the Projections.

4

If accepted in accordance with the terms hereof, and unless earlier terminated in accordance with the terms hereof or as a result of a breach of any undertaking herein by the Borrowers, the Commitment shall expire on November 30, 1998 without any further action by any person or entity, and from and after such date shall have no further force or effect (except as otherwise provided herein with respect to indemnification, limitation of liability and payment of Costs and the like by the Borrowers and matters of confidentiality), unless the Commitment is extended by the Agent and the Arranger in writing in their sole and absolute discretion.

The Commitment shall not be assignable by any of the Borrowers. THE COMMITMENT SHALL BE GOVERNED, CONSTRUED AND ENFORCED, AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HERETO SHALL BE DETERMINED, IN ACCORDANCE WITH THE INTERNAL LAWS (AS OPPOSED TO THE CONFLICT OF LAWS PROVISIONS THAT REQUIRE OR PERMIT APPLICATION OF THE LAWS OF ANY OTHER STATE OR JURISDICTION) AND DECISIONS OF THE STATE OF NEW YORK. IF THE COMMITMENT BECOMES THE SUBJECT OF A DISPUTE, EACH OF THE BORROWERS CONSENTS TO THE EXCLUSIVE JURISDICTION OF ANY LOCAL, STATE AND FEDERAL COURTS LOCATED WITHIN THE STATE OF NEW YORK AND WAIVES ANY AND ALL RIGHT TO CONTEST SUCH JURISDICTION, WHETHER ON THE GROUNDS OF VENUE OR FORUM NON CONVENIENS OR OTHERWISE, AND WAIVES ANY RIGHT TRIAL BY JURY.

This letter embodies the entire understanding among the parties hereto relating to the matters discussed herein and supersedes all prior discussions, negotiations, proposals, agreements and understandings, whether oral or written, relating to the subject matter hereof. No course of prior conduct or dealings between the parties hereto, no usage of trade, and no parol or extrinsic evidence of any nature, shall be used or be relevant to supplement, explain or modi@ any term used herein. Any modification or waiver of this letter or the terms hereof must be in writing, must be stated to be such and must be signed by an authorized representative of each party hereto.

If the Borrowers wish to accept the Commitment, please sign and return to the Agent the original of the Fee Letter and of this letter, together with the T e p Sheet, all on or before October 12, 1998, at which time the Commitment will be deemed effective; otherwise, the Commitment shall automatically terminate on such date &d be of no further force or effect (except as otherwise provided herein with respect to indemnification, limitation of liability and payment of Costs and the like by the Borrowers and matters of confidentiality). Acceptance of the Commitment by the Borrowers shall constitute a commitment on their part to accept and to conspunate the transactions contemplated by the Commitment.

5

This Commitment Letter may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.

6

Very truly yours,

A T & T COMMERCIAL FINANCE CORPORATION

CAPITAL SYNDICATIONS CORPORATION

By: Name: Title:

The Foregoing Is Hereby Accepted And Agreed To In All Respects By The Undersigned:


PAETEC INTERNATIONAL, INC.

I

::ODMAWCDOCS\CHICAG\713809\2 10/08/98 3:43 PM

Enclosure (6)

Responses to Anticipated Interrogatories

Interrogatory l(a): Have negotiations for interconnection with an incumbent LEC begun?

Response: interconnection under Section 252 (i) of the Telecommunications Act of 1996.

PaeTec has submitted a letter of demand to SBC Communications, Inc. for

Interrogatory l(b): If so, provide a discussion of the status of negotiations for interconnection with each incumbent LEC with which negotiations have begun.

Response: No formal negotiations have begun. PaeTec will await the response of SBC in regard to the letter of demand. PaeTec is also in the process of reviewing existing interconnection agreements to adopt as specified under Section 252(i).

Interrogatory 2(a): Identify the incumbent LEC exchanges in which the Company will initially offer LEC services.

Response: MSA. The exchange is named Little Rock in SBC’s Arkansas local tariff.

As noted in the application, PaeTec initially plans LEC service in the Little Rock

Interrogatory2(b): In its tariff or price list, will the Company identify the incumbent LEC exchanges in which it offers LEC services with its own maps and legal descriptions, by concurring in the maps of the incumbent LEC, or identifying the NXX codes of the incumbent LEC?

Response: In our initially tariff we mirror the exchanges specified by SBC and provide rates and services based on those exchanges. While we identify the NXX codes of the incumbent LEC we will apply for individual codes in the exchanges we anticipate service provision.

Interrogatory 3(a): Will the Company provide interLATA interexchange service in Arkansas?

Response: Yes.

Interrogatory 3(b): Will the Company provide intraLATA interexchange service in Arkansas:

Response: Yes.

Interrogatory 4: carriers?

Will the Company propose access tariffs for use by interexchange

Response: Yes,

Interrogatory 5(a): Will the Company offer operator services in Arkansas?

Response: Yes.

Interrogatory5(b): Will the Company provide the operator services itself or through a contract with another operator services provider?

Response: These services will be contracted most likely through the incumbent LEC.

Interrogatory 5(c): Provide a discussion of the Company’s plans for the provision of operator services.

Response: Prior to the installation of the PaeTec switch, and subsequent to the granting of a certificate of convenience and necessity in Arkansas, PaeTec will request, via a separate contract or through the Access Service Request process the requisite trunking to the ILEC’s operator service facilities. End-user prompts for operator services will be trunk to the ILEC platform for the appropriate assistance.

Interrogatory 6(a): Provide a description of the facilities the Company will place into service to provide competitive LEC services in Arkansas?

Response: The company plans to lease all facilities from various providers.

Interrogatory 6(b): List the location and type of any switching equipment the Company currently owns and will use to provide competitive LEC services in Arkansas:

Response: None.

Interrogatory6(c): List the planned location and type of any switching equipment the Company will place into service to provide Competitive LEC services in Arkansas?

Response: switch in the Little Rock area.

As stated in the application, the Company plans to install a Lucent 5ESS - 2000

Interrogatory 7(a): Will there be any personnel located in Arkansas to address customer service inquiries?

Response: office.

No. Customer service inquiries will be processed through our Fairport, NY

Interrogatory 7(b): Will there be any personnel located in Arkansas to address installation and repair.

Response: Yes.

Interrogatory 7(c): inquiries and questions regarding installation and repair?

How will customers contact the Company regarding customer service

Response: customers may also contact us via US Mail at our headquarters.

Customers will contact our Customer Service Center at (877) 340 - 2600. The

Interrogatory 7(d): Provide a discussion of how the Company will address customer service inquiries and requests for installation and repair.

Response: The Company has established a Network Operations Center (NOC) at our Fairport, NY location. Incoming calls, or indications of network trouble, are relayed to the center. The center directs repair by either directing the response of switch technicians at the local switch site or contacting the provider of the leased facilities that may have created the trouble report.

Interrogatory 8(a): Does the Company or any affiliate (another entity owned by the Company or sharing ownership with the Company) offer LEC services in Arkansas or another state?

Response: Yes.

Interrogatory 8(b): If yes, list the city or the cities in which the Company or an affiliate offers LEC services.

Response: While not in operation as of the date of this application, PaeTec has leased space for switches in Rochester, Albany, New York, Boston, Philadelphia, Miami, Los Angeles and Herndon, Va. and plans service at those sites by mid- 1999.

Interrogatory 8(c): List each state in which the Company currently has applications pending to provide LEC services.

Response: PaeTec Communications, Inc. is currently certified to provide LEC services in NY, MA, PA and NJ. Applications are pending in NH, RI, OH, VA, DC, FL, CA, IL, CT and MD.

Enclosure (7)

Proposed Intrastate Interexchange and Local Exchange Tariffs

PAETEC COMMUNICATIONS, INC. Nov Iz I I 10 AI1 '98 AR P.S.C. Tariff No. 1 Title Sheet

CA" i f 1:; 11

TITLE SHEET

RESALE TELECOMMUNICATIONS SERVICES

This tariff applies to the resold long distance interexchange telecommunications services furnished by PaeTec Communications, Inc. ("Carrier") between one or more points in the State of Arkansas. This tariff is on file with the Arkansas Public Service Commission, and copies may be inspected, during normal business hours, at Carrier's principal place of business, 290 Woodcliff Drive, Fairport, New York 14450.

~

Issued: Effective:

Issued by: Richard E. Ottalagana, Executive Vice President PaeTec Communications, Inc. 290 Woodcliff Drive Fairport, New York 14450

S.C. Tariff No. 1 iginal Sheet No. 1


The sheets of this tariff are effective as of the date shown at the bottom of the respective sheet(s). Original and revised sheets as named below comprise all changes from the original tariff and are currently in effect as of the date on the bottom of this page.

SHEET REV1 SION SHEET REVISION

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17

Original Original Original Original Original Original Original Original Original Original Original Original Original Original Original Original Original

18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33

Original Original Original Original Original Original Original Original Original Original Original Original Original Original Original Original

Issued: Effective:


PAETEC COMMUNICATIONS, INC

ARK. I

SE

AR P.S.C. Tariff No. 1 1 1 10 11 'Qpriginal Sheet No. 2 1 z

3 i' 49 /-) TABLE OF CONTENTS 9

Title Sheet

Check Sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Table of Contents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2

Symbols . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3

TariffFormat . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3

Section 1 - Technical Terms and Abbreviations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5

Section 2 - Rules and Regulations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7

Section 3 - Description of Services . . . . . . . . . . . . . . . . . . . . , , . . . . . . . . . . . . . . . . . . . . . . . , . 26

Section 4 - Rate Schedule . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 0

Issued: Effective:


t' A l ( f ,

.I _ - PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1

wou 1'1 I t 10 hH '38 Original Sheet No. 3

The following are the only symbols used for the purposes indicated below:

C - D - I - M - N - R - T -

A.

B.

Change in regulation affecting application in rate Delete or Discontinue rate or regulation Change Resulting In An Increase to A Customer's Bill Moved From Another Tariff Location New regulation or rate Change Resulting In A Reduction to A Customer's Bill Change In Text or Regulation But No Change In Rate or Charge

TARIFF FORMAT

Sheet Numbering - Sheet numbers appear in the upper right corner of the page. Sheets are numbered sequentially. However, new sheets are occasionally added to the tariff. When a new sheet is added between sheets already in effect, a decimal is added. For example, a new sheet added between sheets 14 and 15 would be 14.1.

Sheet Revision Numbers - Revision numbers also appear in the upper right corner of each page. These numbers are used to determine the most current sheet version on file with the Commission. For example, the 4th revised Sheet 14 cancels the 3rd revised Sheet 14. Because of various suspension periods, deferrals, etc. the Commission follows in their tariff approval process, the most current sheet number on file with the Commission is not always the tariff page in effect.

Issued: Effective:


" . , ( I

8 IPl. hi: r: , I

! I . AR P.S.C. Tariff No. 1 PAETEC COMMUNICATIONS, INC.

Original Sheet NO. 4 HOP Iz 11 10 AW '98

C. Paragraph Numbering Sequence - There are nine levels of paragraph coding. Each level of coding is subservient to its next higher level:

2. 2.1. 2.1.1. 2.1.1 .A. 2.1.1 .A.1. 2.1.1 .A. 1 .(a). 2.1.1.A.l.(a).I. 2.1.1 .A.1 .(a).I.(i). 2.1.1.A.l.(a).I.(i).(l).

D. Check Sheets - When a tariff filing made u,.h the Commission, an updated check sheet accompanies the tariff filing. The check sheet lists the sheets contained in the tariff, with a cross reference to the current revision number. When new pages are added, the check sheet is changed to reflect the revision. All revisions made in a given filing are designated by an asterisk (*). There will be no other symbols used on the check sheet if these are the only changes made to it (i.e., the format, etc. remains the same, just revised revision levels on some pages). The tariff user should refer to the latest check sheet to find out if a particular sheet is the most current on file with the Commission.

Issued: Effective:


L F 1; <* 1- I / .

PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1

Access Line - An arrangement from a local exchange telephone company or other common carrier, using either dedicated or switched access, which connects a Subscriber's location to Carrier's location or switching center.

Authorization Code - A numerical code, one or more of which may be assigned to a Subscriber, to enable Carrier to identify the origin of service User so it may rate and bill the call. All authorization codes shall be the sole property of Carrier and no Subscriber shall have any property or other right or interest in the use of any particular authorization code. Automatic numbering identification (ANI) may be used as or in connection with the authorization code.

Automatic Numbering Identification (ANI) - A type of signaling provided by a local exchange telephone company which automatically identifies the local exchange line from which a call originates.

Callinp Card - A postpaid or prepaid calling card issued by Carrier which allows Subscribers and/or Users to make telephone calls and charge the calls to a postpaid or prepaid account. Calls charged to a Carrier-issued postpaid Calling Card will appear on the Subscriber's regular monthly bill. Calls charged to a Carrier-issued prepaid Calling Card will be charged against the debit account.

Carrier or Company - Refers to PaeTec Communications, Inc.

Commission - Refers to the Arkansas Public Service Commission.

Common Carrier - A company or entity providing telecommunications services to the public.

Issued: Effective:


AR P.S.C. Tariff No. 1 Original Sheet No. 6 1'1 \I 10 Bp4 '98 PAETEC COMMUNICATIONS, INC.

SECTION 1. TECHNICAL TERMS AND ABBREVIATIONS (Cont'd)

Local Access and Transport Area (LATA) - The term "Local Access Transport Area" denotes a geographical area established by the U.S. District Court for the District of Columbia in Civil Action No. 82-0 192, within which a local exchange company provides communications services.

Measured Charge - A charge assessed on a per minute basis in calculating a portion of the charges due for a completed interexchange call.

Subscriber/Customer - The person or legal entity which enters into arrangements for Carrier's telecommunications services and is responsible for payment of Carrier's services.

Telecommunications - The transmission of voice communications or, subject to the transmission capabilities of the service, the transmission of data, facsimile, signaling, metering, or other similar communications.

Term - The timeframe by which the Subscriber agrees to be served by the Carrier.

User - The person(s) utilizing Carrier's services.

Issued: Effective:


* L .b? . J . PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1

Original Sheet No. 7 Nay \ z \ I 10 ~~ '98

SECTION 2. RULES AND REGULATIONS

2.1 Application of Tariff

2.1.1 This tariff contains the regulations and rates applicable to intrastate resale telecommunications services provided by Carrier for telecommunications between points within the State of Arkansas. Carrier's services are furnished subject to the availability of facilities and subject to the terms and conditions of this tariff.

2.1.2 The rates and regulations contained in this tariff apply only to the services furnished by Carrier and do not apply, unless otherwise specified, to the lines, facilities, or services provided by a local exchange telephone company or other common carrier for use in accessing the services of Carrier.

2.1.3 The Subscriber is entitled to limit the use of Carrier's services by Users at the Subscriber's facilities, and may use other common carriers in addition to or in lieu of Carrier.

2.1.4 At the Option of the Company, service may be offered on a contract basis to meet specialized requirements of the Customer not contemplated in this tariff as approved by the Arkansas Public Service Commission. The terms of each contract shall be mutually agreed upon between the Customer and Company and may include discounts off of rates contained herein, waiver of recurring or nonrecurring charges, charges for specially designed and constructed services not contained in the Company's general service offerings, or other customized features. The terms of the contract may be based partially or completely on the term and volume commitment, type of originating or terminating access, mixture of services or other distinguishing features. Service shall be available to all similarly situated Customers for a fixed period of time following the initial offering for the first contract Customer as specific in each individual contract.

Issued: Effective:


4 l -k ' >

PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1 12 I I 10 44 '98 Original Sheet No. 8

SECTION 2. RULES AND REGULATIONS (Cont'd):

2.2 Use of Services

2.2.1 Carrier's services may be used for any lawful purpose consistent with the transmission and switching parameters of the telecommunications facilities utilized in the provision of services.

2.2.2 The use of Carrier's services to make calls which might reasonably be expected to frighten, abuse, torment, or harass another or in such a way as to unreasonably interfere with use by others is prohibited.

2.2.3 The use of Carrier's services without payment for service or attempting to avoid payment for service by fraudulent means or devices, schemes, false or invalid numbers, or false calling or credit cards is prohibited.

2.2.4 Carrier's services are available for use twenty-four (24) hours per day, seven (7) days per week.

2.2.5 Carrier does not transmit messages pursuant to this tariff, but its services may be used for that purpose.

2.2.6 Carrier's services may be denied for nonpayment of charges or for other violations of this tariff.

2.2.7 Carrier's services may be denied for any use by Customer which is illegal, or poses an undue risk or liability to Carrier, or is obtained through fraud or wilful misrepresentation.

Issued: Effective:


PAETEC COMMUNICATIONS, INC. R%.S,C. Tariff No. 1 Original Sheet No. 9 tdov 12 I1 10 A+!

SECTION 2. RULES AND REGULATIONS (Cont’d)

2.3 Liability of Carrier

2.3.1 Except as otherwise stated in this section, the liability of Carrier for damages arising out of either: (1) the furnishing of its services, including but not limited to mistakes, omissions, interruptions, delays, or errors, or other defects, representations, or use of these services, or (2) the failure to furnish its service, whether caused by acts or omission, shall be limited to the extension of allowances to the Customer for interruptions in service as set forth in Section 2.5.

2.3.2 Except for the extension of allowances to the Customer for interruptions in service as set forth in Section 2.5, Carrier shall not be liable to a Customer or third party for any direct, indirect, special, incidental, reliance, consequential, exemplary or punitive damages, including, but not limited to, loss of revenue or profits, for any reason whatsoever, including, but not limited to, any act or omission, failure to perform, delay, interruption, failure to provide any service or any failure in or breakdown of facilities associated with the service.

2.3.3 The liability of Carrier for errors in billing that result in overpayment by the Customer shall be limited to a credit equal to the dollar amount erroneously billed or, in the event that payment has been made and service has been discontinued, to a refund of the amount erroneously billed.

Issued: Effective:


PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1 Original Sheet No. 10 Mov 92 I f 10 MI '98

'::IT *;D i i 1 - / "

SECTION 2. RULES AND REGULATIONS (Cont'd)

2.3 Liability of Carrier (Cont'd)

2.3.4 Carrier shall not be liable for any claims for loss or damages involving:

A. Any act or omission of: (1) the Customer, (2) any other entity furnishing service, equipment or facilities for use in conjunction with services or facilities provided by Carrier; or (3) common carriers or warehousemen;

B. Any delay or failure of performance or equipment due to causes beyond Carrier's control, including but not limited to, acts of God, fires, floods, earthquakes, hurricanes, or other catastrophes; national emergencies, insurrections, riots, wars or other civil commotions; strikes, lockouts, work stoppages or other labor difficulties; criminal actions taken against Carrier; unavailability, failure or malfunction of equipment or facilities provided by the Customer or third parties; and any law, order, regulation or other action of any governing authority or agency thereof;

C. Any unlawful or unauthorized use of Carrier's facilities and services;

Issued: Effective:


PAETEC COMMUNICATIONS, INC. S . C . Tariff No. 1 iginal Sheet No. 11

,, 1



2.3.4 D. Libel, slander, invasion of privacy or infringement of patents, trade secrets, or copyrights arising from or in connection with the transmission of communications by means of Carrier-provided facilities or services; or by means of the combination of Carrier-provided facilities or services with Customer-provided facilities or services;

E. Breach in the privacy or security of communications transmitted over Carrier's facilities;

F. Changes in any of the facilities, operations or procedures of Carrier that render any equipment, facilities or services provided by the Customer obsolete, or require modification or alteration of such equipment, facilities or services, or otherwise affect their use or performance, except where reasonable notice is required by Carrier and is not provided to the Customer, in which event Carrier's liability is limited as set forth in subsection 2.3.1 of this Section 2.3.

G. Defacement of or damage to Customer premises resulting from the furnishing of services or equipment on such premises or the installation or removal thereof;

Issued: Effective:


I t $ .* 1 t.

ACS' . ri.

T T ~ 1 - b

PAETEC COMMUNICATIONS, INC, AR P.S.C. Tariff No. 1 Original Sheet No. 12

~~~~ \ 1 \ \ f O bN

i " * ' P 9 SECTION 2. RULES AND REGULATIONS (Co&'d\. ''


2.3.4 H. Injury to property or injury or death to persons, including claims for payments made under Workers' Compensation law or under any plan for employee disability or death benefits, arising out of, or caused by, any act or omission of the Customer, or the construction, installation, maintenance, presence, use or removal of the Customer's facilities or equipment connected, or to be connected to Carrier's facilities;

I. Any intentional, wrongful act of a Carrier employee when such act is not within the scope of the employee's responsibilities for Carrier and/or is not authorized by Carrier;

J. Any representations made by Carrier employees that do not comport, or that are inconsistent, with the provisions of this tariff;

K. Any act or omission in connection with the provision of 9 1 1, E91 1, or similar services involving emergencies;

L. Any noncompletion of calls due to network busy conditions;

M. Any calls not actually attempted to be completed during any period that service is unavailable.

Issued: Effective:


PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1 Original Sheet No. 13 lo '!'! '98

:fq 'i 3 I



r the CI 2.3.5 Carrier shall be indemnified, defended and held harmless b stomer or end user from and against any and all claims, loss, demands, suits, expense, or other action or any liability whatsoever, including attorney fees, whether suffered, made, instituted, or asserted by the Customer or by any other party, for any personal injury to or death of any person or persons, and for any loss, damage or destruction of any property, including environmental contamination, whether owned by the Customer or by any other party, caused or claimed to have been caused directly or indirectly by the installation, operation, failure to operate, maintenance, presence, condition, location, use or removal of any Carrier or Customer equipment or facilities or service provided by Carrier.

2.3.6 Carrier does not guarantee nor make any warranty with respect to installations Provided by it for use in an explosive atmosphere. Carrier shall be indemnified, defended and held harmless by the Customer from and against any and all claims, loss, demands, suits, or other action, or any liability whatsoever, including attorney fees, whether suffered, made, instituted or asserted by the Customer or by any other party, for any personal injury to or death of any person or persons, and for any loss, damage or destruction of any property, including environmental contamination, whether owned by the Customer or by any other party, caused or claimed to have been caused directly or indirectly by the installation, operation, failure to operate, maintenance, presence, condition, location, use or removal of any equipment or facilities or the service.

Issued: Effective:


PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1 H O V 12 I 1 10 AM '98 Original Sheet No. 14

r- :i i 1 ;,- SECTION 2. RULES AND REGULATIONS (Cont'd) '

*'


2.3.7

2.3.8

2.3.9

Carrier assumes no responsibility for the availability or performance of any cable or satellite systems or related facilities under the control of other entities, or for other facilities provided by other entities used for service to the Customer, even if Carrier has acted as the Customer's agent in arranging for such facilities or services. Such facilities are provided subject to such degree of protection or nonpreemptibility as may be provided by the other entities.

Any claim of whatever nature against Carrier shall be deemed conclusively to have been waived unless presented in writing to Carrier within thirty (30) days after the date of the occurrence that gave rise to the claim.

CARRIER MAKES NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE, EXCEPT THOSE EXPRESSLY SET FORTH HEREIN.

Issued: Effective:


PAETEC COMMUNICATIONS, INC. Mof 12 I I 484 $98 AR P.S.C. Tariff No. 1

Original Sheet No. 15


2.4 Responsibilities of the Subscriber

2.4.1 The Subscriber is responsible for placing any necessary orders; for complying with tariff regulations; for the placement of any stickers or tent cards provided by Carrier or as required by law; and for assuring that Users comply with tariff regulations. The Subscriber shall ensure compliance with any applicable laws, regulations, orders or other requirements (as they exist from time to time) of any governmental entity relating to services provided or made available by the Subscriber to Users. The Subscriber is also responsible for the payment of charges for calls originated at the Subscriber's numbers which are not collect, third party, calling card, or credit card calls.

2.4.2 The Subscriber is responsible for charges incurred for special construction and/or special facilities which the Subscriber requests and which are ordered by Carrier on the Subscriber's behalf.

2.4.3 If required for the provision of Carrier's services, the Subscriber must provide any equipment space, supporting structure, conduit and electrical power without charge to Carrier.

Issued : Effective:


AR P.S.C. Tariff No. 1 Original Sheet No. 16 Motr I i ! II IG AH '98 PAETEC COMMUNICATIONS, INC.


2.4 Responsibilities of the Subscriber (Cont'd)

2.4.4 The Subscriber is responsible for arranging access to its premises at times mutually agreeable to Carrier and the Subscriber when required by Carrier personnel to install, repair, maintain, program, inspect or remove equipment with the provision of Carrier's services.

2.4.5 The Subscriber shall ensure that the equipment and/or system is properly interfaced with Carrier facilities or services, that the signals emitted into Carrier's network are of the proper mode, bandwidth, power, and signal level for the intended use of the Subscriber and in compliance with the criteria set forth in this tariff, and that the signals do not damage equipment, injure personnel, or degrade service to other Subscribers. If the Federal Communications Commission or some other appropriate certifying body certifies terminal equipment as being technically acceptable for direct electrical connection with interstate communications service, Carrier will permit such equipment to be connected with its channels without use of protective interface devices.

If the Subscriber fails to maintain the equipment and/or the system properly, with resulting imminent harm to Carrier equipment, personnel, or the quality of service to other Subscribers, Carrier may, upon written notice, require the use of protective equipment at the Subscriber's expense. If this fails to produce satisfactory quality and safety, Carrier may, upon written notice, terminate the Subscriber's service.

Issued: Effective:


4P K. i I I::;. r-

17$ I , .

PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1 Original Sheet No. 17 Nou 12 If 10 WH '98

/n - i w

SECTION 2. RULES AND REGULATIONS (cidld) 2 . ) 19 2.4 Responsibilities of the Subscriber (Cont'd)

2.4.6 The Subscriber must pay Carrier for replacement or repair of damage to the equipment or facilities of Carrier caused by negligence or willful act of the Subscriber, Users, or others, by improper use of the services, or by use of equipment provided by the Subscriber, Users, or others.

2.4.7 The Subscriber must pay for the loss through theft of any Carrier equipment installed at Subscriber's premises.

2.4.8 The Subscriber is responsible for payment of the charges set forth in this tariff.

2.4.9 The Subscriber is responsible for compliance with the applicable regulations set forth in this tariff.

2.4.10 The Subscriber shall indemnify and save Carrier harmless from all liability disclaimed by Carrier as specified in Section 2.3 above, arising in connection with the provision of service by Carrier, and shall protect and defend Carrier from any suits or claims against Carrier and shall pay all expenses and satisfy all judgments rendered against Carrier in connection herewith. Carrier shall notify the Subscriber of any suit or claim against Carrier of which it is aware.

Issued: Effective :


W K . ; s c

1:

i. PAETEC COMMUNICATIONS. INC. AR P.S.C. Tariff No. 1

. - *- SECTION 2. RULES AND REGULATIONS (Cont'd)

2.5 Cancellation or Interruption of Services

2.5.1 General

A. A service is interrupted when it becomes unusable to the Customer, e.g., the Customer is unable to transmit or receive, because of a failure of a component furnished by Carrier under this tariff.

B. An interruption period begins when the Customer reports a service, facility or circuit to be inoperative and releases it for testing and repair. An interruption period ends when the service, facility or circuit is operative.

C. If the Customer reports a service, facility or circuit to be inoperative but declines to release it for testing and repair, the service, facility or circuit is considered to be impaired but not interrupted. No credit allowances will be made for a service, facility or circuit considered by Carrier to be impaired.

Issued: Effective:


R P.S.C. Tariff No. 1 Original Sheet No. 19



2.5 Cancellation or Interruption of Services (Cont'd)

2.5.2 Limitations on Allowances

No credit allowance will be made for any interruption of service:

A. due to the negligence of, or noncompliance with the provisions of this Tariff by, any person or entity other than Carrier, including but not limited to the Customer or other common carriers connected to the service of Carrier;

B. due to the failure of power, equipment, systems, or services not provided by Carrier;

C. due to circumstances or causes beyond the control of Carrier;

D. during any period in which Carrier is not given full and free access to its facilities and equipment for the purposes of investigating and correcting interruptions;

E. during any period in which the Customer continues to use the service on an impaired basis;

Issued: Effective:


AR P.S.C. Tariff No. 1 b y 12 11 10 '98 Original Sheet No. 20


y y y= 1 J . , * 9 *


2.5 Cancellation or Interruption of Services (Cont'd)

2.5.2 Limitations on Allowances (Cont'd)

F. during any period when the Customer has released service to Carrier for maintenance purposes or for implementation of a Customer order for a change in service arrangements;

G. that occurs or continues due to the Customer's failure to authorize replacement of any element of special construction; and

H. that was not reported to Carrier within thirty (30) days of the date that service was affected.

2.5.3 Application of Credits for Interruptions of Service

Credits for interruptions of service, for which charges are specified on the basis of per minute of use, or on the usage of a fraction of a minute, shall in no event exceed an amount equal to the initial period charge provided for under this tariff.

2.6 Discontinuance of Service for Cause

2.6.1 Without incurring liability, the Company may discontinue the provision of service to a Customer or to a particular Customer location, or may withhold the provision of ordered or contracted services in accordance with the requirements of Arkansas PSC Rules and Regulations:

A. For nonpayment of any sum due to the Company for more than thirty (30) days after issuance of the bill for the amount due;

B. For violation of any of the provisions of this tariff;

C. For violation of any law, rule, regulation or policy of any governing authority having jurisdiction over the Company's services; or

Issued: Effective:


PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1 1 1 10 dl '998 Original Sheet No. 21 NO! 12

'*u - p-.' '-9 SECTION 2. RULES AND REGULATIONS (Cont'd) ' ' I-'' ' 2.6 Discontinuance of Service for Cause (Cont'd)

D. By reason of any order or decision of a court, public service commission or federal regulatory body or other governing authority prohibiting the Company from furnishing its services.

2.7 Billing Arrangements

2.7.1

2.7.2

2.7.3

2.7.4

The Subscriber will either be billed directly by Carrier or its intermediary, or charges will be included in the Subscriber's regular telephone bill pursuant to billing and collection agreements established by Carrier or its intermediary with the applicable telephone company.

Carrier will render bills monthly. Payment is due within thirty (30) days after the Subscriber's receipt of its bill.

Carrier may impose a late payment charge not to exceed 1.5% on any bill not paid within thirty (30) days of the receipt, which charge may only be assessed on outstanding balance. The Subscriber shall be responsible for all costs, including attorney's fees, incurred in the collection of unpaid charge or in any other action to enforce payments and/or obligations arising under this tariff. A charge of up to twenty dollars ($20.00) may be imposed for returned checks.

Billing will be conducted in accordance with the requirements of Arkansas PSC Rules and Regulations.

2.8 Minimum Use Contracts

2.8.1 The Company may offer services which require a minimum use guarantee ("MUG") wherein the Subscriber agrees, in writing, to pay the minimum amount per period agreed to upon commencement of service. Subscribers falling below their MUG will be billed for the minimum amount due per period pursuant to the MUG agreement.

Issued: Effective:


PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1 Original Sheet No. 22 QY 12. f 1 10 !d '98

w


2.8 Minimum Use Contracts (Cont'd)

2.8.2 Should the Subscriber choose to terminate their contract prior to expiration of the term agreed to in the MUG agreement, the Subscriber will be liable for the minimum usage requirements contained in the contract multiplied by the number of months remaining in the term, unless Subscriber converts to another Company service with equal or greater term and minimum usage commitments. If no minimum usage requirements are specified in the contract, upon any early termination of Subscriber's contract, Subscriber will be liable for their monthly average usage (calculated over the last three full months immediately preceding the date of termination) multiplied by the number of months remaining in the term.

2.8.3 The initial contract period for service under this section is one month. Subsequent contract periods shall be for additional one-month periods unless otherwise specified.

2.9 Validation of Credit

Carrier reserves the right to validate the credit worthiness of Subscribers or Users.

2.10 Contested Charges

All bills are presumed accurate, and shall be absolutely binding on the Subscriber unless objection is received by Carrier within thirty (30) days after such bills are rendered. In the case of a billing dispute between the Subscriber and Carrier for service furnished to the Subscriber, which cannot be settled with mutual satisfaction, the Subscriber can take the following course of action within thirty (30) days of the billing date:

2.10.1 First, the Subscriber may request, and Carrier will provide, an in-depth review of the disputed amount. (The undisputed portion and subsequent bills must be paid on a timely basis or the service may be subject to disconnect.)

Issued: Effective:


*.- ., . . I ,

R P.S.C. Tariff No. 1 Nuv 12 / I 10 dl4 '9$ Original Sheet No. 23


:: A- r:. 12 j - , :


2.10 Contested Charges (Cont'd)

2.10.2 Second, if there is still a disagreement about the disputed amount after the investigation and review by a manager of Carrier, the Subscriber may file an appropriate complaint with the Arkansas Public Service Commission. The Commission's address is:

1000 Center P. 0. Box 400 Little Rock, AR 72203-0400

2.1 1 Billing Entity Conditions

When billing functions on behalf of Carrier are performed by local exchange telephone companies, or others, the payment conditions and regulations of such companies apply, including any applicable interest and/or late payment charge conditions.

2.12 Deposits

Applicants or customers whose financial condition is not acceptable to Carrier may be required at any time, at Carrier's option, to make a deposit in an amount equal to up to two months' actual or estimated charges for Services and/or facilities provided. In the case of a cash deposit, interest at the rate specified by the Public Service Commission will be accrued for the period during which the deposit is held by the Carrier. At Carrier's option, the deposit may be refunded or credited to the customer at any time prior to termination of service. Carrier may, at any time, increase the deposit to be posted by the Customer to reflect actual or anticipated increases in the customer's billings.

2.13 Taxes

All federal excise taxes, and State and local sales, use, and similar taxes, are billed as separate items and are not included in the quoted rates. Gross receipts tax will be billed as a separate line item.

1 s sued : Effective:


AR P.S.C. Tariff No. 1 Original Sheet No. 24 Hou 11 If 10 dw '98 PAETEC COMMUNICATIONS, INC.

41 i'" P,J > r j


2.14 Minimum Call Completion Rate

Carrier will ensure an industry standard blocking rate no greater than P.01.

2.15 Promotions

Carrier may from time to time offer promotional services.

Effective: Issued:


i.F 1; r r .> -

PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 1 Original Sheet No. 25 2 1 1 10 BW ‘98

SECTION 3 - DESCRIPTION OF SERVICES 3.1 General

Carrier provides resold interexchange telecommunications services, including direct-dialed message telecommunications services (MTS), and 800/888/877 service. Calls are rated based on the duration of the call. Services are available twenty-four (24) hours a day, seven days a week. Carrier does not charge for service on a mileage basis.

3.2 Charges Based on Duration of Use

Where charges for a service are specified based on the duration of use, such as the duration of a telephone call, the following rules apply:

3.2.1

3.2.2

3.2.3

3.2.4

3.2.5

3.2.6

3.2.7

Calls are measured in durational increments identified for each service. All calls which are fractions of a measurement increment are rounded up to the next whole unit.

Timing on completed calls begins when the call is answered by the called party. Answering is determined by hardware answer supervision in all cases where this signaling is provided by the terminating local carrier and any intermediate carrier(s).

Timing terminates on all calls when the calling party hangs up or the Company’s network receives an on-hook signal from the terminating carrier.

Calls originating in one time period and terminating in another will be billed in proportion to the rates in effect during different segments of the call.

All times refer to local times.

Rates are not distance sensitive. As such, unless otherwise indicated, mileage bands are not applicable to the services offered.

Unless otherwise indicated, rates do not vary depending upon day or the time of day (Day, Evening, and Night/Weekend).

Issued: Effective:


Ah:. ‘ ; :?4 .

i: i: PAETEC COMMUNICA? idNS, INC. AR P.S.C. Tariff No. 1

Original Sheet No. 26 Nov 1i! 1 1 f a BM ‘98

SECTION 3 - DESCRIPTION OF SERVICES (Cont’dl b s : ’ i ‘ t-”P rJ I

3.2 Charges Based on Duration of Use (Cont’d)

3.2.8 Each call is rated and billed in whole cents according to the following conventions:

D. Commercial. For services offered by Carrier, any rated call with a fraction of a cent less than $0.005, will be rounded down to the nearest whole cent with no call rated at less than $0.01. Any rated call with a fraction of a cent $0.005 or greater, will be rounded up to the nearest whole cent.

E. Residential. Calls made using any service offered to residential Subscribers will be rounded up to the nearest cent at the termination of a call.

F. Exceptions. Special rounding arrangements may be made through contractual arrangements.

3.3 Product Descriptions

3.3.1 Commercial Switched Outbound (1+)

Switched outbound services provide direct dialed (1 +) long distance services to commercial Subscribers. Subscribers may also access Carrier’s services by dialing “1 OXXX.” Subscribers access Carrier’s services through switched access origination.

3.3.2 Commercial Switched 800/888/877 Inbound

Switched 800/888/877 provides an inbound toll-free calling service to commercial Subscribers. The Subscriber is billed for each toll-free call, rather than the call originator. Calls terminate to the Subscriber via switched access lines.

Issued: Effective:


p,R 6 . t::.

$ i- :I. PAETEC COMMUNICAl rdNS, INC. AR P.S.C. Tariff No. 1

Original Sheet No. 27 Nov 12 II 10 A l l ‘9E

SECTION 3 - DESCRIPTION OF SERVICES (Con@): 2 i i i“ 3.3 Product Descriptions (Cont’d)

3.3.3

3.3.4

3.3.5

3.3.6

Commercial Dedicated Outbound (1 +)

Dedicated outbound services provide direct dialed (1+) long distance services to commercial Subscribers. Subscribers may also access Carrier’s services by dialing “1 OXXX.” Subscribers access Carrier’s services through dedicated access origination.

Commercial Dedicated 800/888/877 Inbound

Dedicated 800/888/877 provides an inbound toll-free calling service to commercial Subscribers. Subscriber is billed for each toll-free call, rather than the call originator. Calls terminate to Subscriber via dedicated access lines.

Residential Switched Outbound (1+)

Switched outbound services provide direct dialed (1+) long distance services to residential subscribers. Subscribers may also access Carrier’s services by dialing “1 OXXX.” Subscribers access Carrier’s services through switched access origination.

Residential Switched 800/888/877 Inbound

Switched 800/888/877 provides an inbound toll-free calling service to residential Subscribers. Subscriber is billed for each toll-free call, rather than the call originator. Calls terminate to Subscriber via dedicated access lines.

Issued: Effective:


l$p. &. : iiM. c c 1 AR P.S.C. Tariff No. 1

Original Sheet No. 28 ,,i PAETEC COMMUNICA'l idNS, INC.

I / il 1.0 AM '99

SECTION 3 - DESCRIPTION OF SERVICES (Cont'gj 4 '1 1:

3.3 Product Descriptions (Cont'd)

3.3.7 800/888/877 Travel Card

800/888/877 Travel Card Service provides customers the opportunity to make calls while away from their home or office. Subscribers may access Carrier's services through an 800/888/877 number provided by Carrier.

3.3.8 Directory Assistance

Subscribers may request directory assistance from Carrier

Issued: Effective:


&Et : f.

\\ r A R P 3 . C . Tariff No. 1


.' ~

PAETEC COMMUNICA'I IONS, INC.

rr - SECTION 4 - RATE SCHEDULE ?i 17-

.- [*! Unless otherwise specified, the following rates are per minute of use as timed by Carrier in seconds.

4.1

4.2

4.3

4.4

4.5

Commercial Switched Outbound (l+) Billing Minimum: Six Seconds Milling Increments: Six Seconds

Rate: $0.099

Commercial Switched Inbound Billing Minimum: Thirty Seconds Billing Increments: Six Seconds

Rate: $0.109

Commercial Dedicated Outbound Billing Minimum: Six Seconds Billing Increments: Six Seconds

Rate: $0.069

Commercial Dedicated 800/888/877 Inbound Billing Minimum: Thirty Seconds Billing Increments: Six Seconds

Rate: $0.069

Residential Switched Outbound (1 +) Billing Minimum: One Minute Billing Increments: One Minute

Rate: $0.099

Issued: Effective:


f : :4

f t .

L l i K I $ - I

AR P.S.C. Tariff No. 1 Original Sheet No. 30

PAETEC COMMUNICA I IdNS, INC.

Noov I7 !! 11 # 'QQ J"

SECTION 4 - RATE SCHEDULE (Cont'd) ": 4 :: Q - i .

4.6 Residential Switched 800/888/877 Inbound Billing Minimum: One Minute Billing Increments: One Minute

Rate: $0.109

4.7 800/888/877 Travel Card Service

Commercial Billing Billing Minimum: Thirty Seconds Billing Increment: Six Seconds

Rate: $0.17

Residential Billing Billing Minimum: One Minute Billing Increment: One Minute

Rate: $ 0.17

4.8 Directory Assistance

Rate: $ 0.75 per request

Effective : Issued:


I !+. PAETEC COMMUNICA'I idNS, INC. yeL' AR P.S.C. Tariff No. 1


SECTION 4 - RATE SCHEDULE (Cont'd) 1::; : : T

4.9

i I' . , d

Presubscribed Interexchange Carrier Charge ("PICC"')

Presubscribed Interexchange Carrier Charges are neither contributory to nor eligible to receive discounts nor are they eligible to contribute to meeting minimum monthly usage requirements. This charge applies on a monthly basis to all Customer monthly bills. The application of this charge is subject to billing availability. Only one PICC will be applied per line.

4.9.1 Residential Customers

A. Non-Primary Lines --A PICC of $1.50 applies to each non-primary residential line presubscribed to The Company as the primary interexchange carrier where The Company can determine that the Customer has more than one line.

B. Primary --A PICC of $0.53 applies to each primary residential line presubscribed to the Company as the primary interexchange carrier.

4.9.2 Business Customers

A. Single Line --A PICC of $0.53 applies to each line presubscribed to the Company as the primary interexchange carrier where the Company can determine that the Customer has only one line.

B. Centrex Lines --A PICC of $0.3 1 applies to each Centrex line presubscribed to the Company as the primary interexchange carrier where the Company can determine that the Customer accesses the Company via a Local Exchange Carrier-provided Centrex line.

C. All Other Lines --A PICC of $2.75 applies to each line presubscribed to the Company as the primary interexchange carrier for all other Customers of the Company's business services.

Issued: Effective:


9f?K 2:;’

PAETEC COMMUNICA’I ir>NS, INC. I . .t ._ I j s . AR P.S.C. Tariff No. 1 Original Sheet No. 32

‘tu” I ‘I zj SECTION 4 - RATE SCHEDULE (Cont’d) - 7 . - *

4.9.3 ISDN Lines

A. BRI-ISDN Lines --A PICC of $1 S O applies to each line presubscribed to the Company as the primary interexchange carrier where the Company can determine that the Customer accesses the Company via a local exchange carrier-provided Basic Rate Interface Integrated Services Digital Network line.

B. PRI-ISDN Lines --A PICC of $13.75 applies to each line presubscribed to the Company as the primary interexchange carrier where the Company can determine that the Customer accesses the Company via a Local Exchange Carrier-provided Primary Rate Interface Integrated Services Digital Network line.

4.10 Public Pay Telephone Surcharge

In order to recover the Company’s expenses to comply with the FCC’s pay telephone compensation plan, effective October 7, 1997 (FCC 97-371), an undiscountable per call charge is applicable to all intrastate, interstate, and international calls that originate from any domestic pay telephone used to access Company services. This surcharge, which is in addition to standard tariffed usage charges and any applicable service charges and surcharges associated with service, applies for the use of the instrument used to access Company service and is unrelated to the Company service accessed from the pay telephone.

Pay telephones include coin-operated and coinless phones owned by local telephone companies, independent companies and other interexchange carriers. The Public Pay Telephone Surcharge applies to the initial completed call and any reoriginated call (i.e., using the # symbol).

Issued: Effective:


I 6 il . , I !'% nt?::.

AR P.S.C. Tariff No. 1 Original Sheet No. 33

rt . 14. PAETEC COMMUNICA'l IONS, INC. v -

I

SECTION 4 - RATE SCHEDULE (Cont'd)

4.10 Public Pay Telephone Surcharge (Cont'd)

Whenever possible, the Public Pay Telephone Surcharge will appear on the same invoice containing the usage charges for the surcharged call. In cases where proper pay telephone coding digits are not transmitted to the Company prior to completion of a call, the Public Pay Telephone Surcharge may be billed on a subsequent invoice after the Company has obtained information from a carrier that the originating station is an eligible pay telephone.

The Public Pay Telephone Surcharge does not apply to calls placed from pay telephones at which the Customer pays for service by inserting coins during the progress of the call.

Per Call Charge: $0.35

Issued : Effective:


1 " # _

i:. Al;l , .

* * . _ PAETEC COMMUNICAl IONS, INC. AR P.S.C. Tariff No. 2

Original Title Page NQ$ 12 1 1 i Q 11 44 98

REGULATIONS AND SCHEDULE OF INTRASTATE CHARGES

APPLYING TO LOCAL EXCHANGE COMMUNICATIONS SERVICES

WITHIN THE STATE OF ARKANSAS

Issued: Effective:

Issued By: Richard E. Ottalagana PaeTec Communications, Inc. 290 Woodcliff Drive Fairport, New York 14450

e- ../ !._

PAETEC COMMUNICATlONS. INC . AR P.S.C. Tariff No . 2 Original Page 1 1 3 0 ~ IZ [ I 11 AH "98

TABLE OF C ow+*$ EXPLANATION OF SYMBOLS. REFERENCE MARKS. AND ABBREVIATIONS OF TECHNICAL, TERMS USED IN THIS TARIFF . . . . . . . . . . . . . . . . . 6

APPLICATIONOFT ARIFF 7 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Sectionl-DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 AccessLine . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 Advance Payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 AuthorizedUser . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 BasicServiceArea . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 Bit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8

. CallBackKampOn . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 Call Forwarding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 CallHold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 CallPark . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 CallPickup . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 CallTransfer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Callwaiting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Communications Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9

Customer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Dial Pulse (or 'IDPI') . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Direct Inward Dial (or "DID") . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Direct Outward Dial (or "DOD") . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Do Not Disturb . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 Dual Tone Multi-Frequency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 Duplexservice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 Fiber Optic Cable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 Hunting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 In-Only . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 JointUser . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 Kbps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 LastNumberRedial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 LATA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10

Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9

Issued: Effective:

Issued By: Richard E . Ottalagana PaeTec Communications. Inc . 290 Woodcliff Drive Fairport. New York 14450

PAETEC COMMUNICATIUNS. INC . AR P.S.C. Tariff No . 2 Original Page 2

Section 1 . DEFINITIONS (Cont’d) Loopstart . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Multi-Frequency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Port . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Recurringcharges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Service Commencement Date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Service Order . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Shared . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Speedcalling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Terminal Interface . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Three-way Calling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . TwoWay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . User . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Mbps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 11 11 11 11 11 11 12 12 12 12 12 12

Section 2 . REGULATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 13

2.1.1 Scope . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 2.1.2 Shortage of Equipment or Facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 2.1.3 Terms and Conditions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 2.1.4 Liability of the Company 17 2.1.5 Notification of Service-Affecting Activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 2.1.6 Provision of Equipment and Facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 2.1.7 Non-routine Installation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 2.1.8 Special Construction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 2.1.9 Ownership of Facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27

2.1 Undertaking of the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

............................................

2.2 Prohibited Uses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27

2.3 Obligations of the Customer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 2.3.1 General . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 2.3.2 Claims . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31

Issued: Effective:


3.i. I L.

PAETEC COMMUNICATIONS, INC . AR P.S.C. Tariff No . 2 Original Page 3

iJov I2 il 11 Ab/ '98

I R

TABLE OF C o d e s

Section 2 . REGULATIONS (Cont'd)

2.4 Customer Equipment and Channels ........................................ 32 2.4.1 General . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 2.4.2 Station Equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 2.4.3 Interconnection of Facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 2.4.4 Inspections . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34

2.5 Payment Arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35 2.5.1 Payment for Service .............................................. 2.5.2 Billing and Collection of Charges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.5.3 Advance Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37

2.5.6 Cancellation of Application for Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.5.7 Changes in Service Requested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

35 35

2.5.4 Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 2.5.5 Discontinuance of Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39

41 43

2.5.8 Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44

2.6 Allowances for Interruptions in Service ...................... ; . . . . . . . 45 2.6.1 Credit for Interruptions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45 2.6.2 Limitations on Allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48 2.6.3 Cancellation For Service Interruption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49

2.7 Use of Customer's Service by Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 2.7.1 Resale and Sharing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.7.2 Joint Use Arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

50 50

2.8

2.9

2.10

Cancellation of Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51

Transfers and Assignments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51

Notices and Communications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52

Issued: Effective:


... # 4f.K ..... :r .$ .

PAETEX COMMUNICATIONS, INC . AR P.S.C. Tariff No . 2 Hov 12 II 11 AM '98 Original Page 4

*: n 1 - 1 f.

TABLE OF C 0 N " S (Cond)

Section 3 . APPLICATION OF RATES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 3.1 Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 3.2 Charges Based on Duration of Use . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 3.3 Rates Based Upon Distance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54

Section 4 . OPTIONAL, FEATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56 4.1 Directory Listings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56

Section 5 . DESCRIPTION OF SERVICES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57 Types of Services Offered . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57 Basic Local Exchange Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57 5.2.1 Service Areas and Rate Groups . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 59

A) ResidenceRates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 60 B) BusinessRates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61 C) Extended Area Calling Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 62 Service Areas and Rate Groups .................................. 62 A) Rate Schedule . Residence Customers .......................... 64 B) Rate Schedule - Business Customers ........................... 65 C) Local Exchange Service Usage Charges ........................ 66

5.3 Directory Assistance Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 68 5.4 Operator Assisted Local Calls . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 69

5.4.1 Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 69 5.4.2 Rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70 Verification and Emergency Interrupt Service ............................. 71

5.5.2 Application of Rates and Charges ................................ 71

5.6.1 Service Ordering Charges- Multi Element Charges . . . . . . . . . . . . . . . . . . . 72 5.6.2 Access Line Connection Charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72 5.6.3 Telephone Number Change Charge ............................... 73 5.6.4 Restoration Charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74

5.1 5.2

5.2.2

5.5 5.5.1 Description . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 71

5.6 Service Charges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72

Issued: Effective:


A R R

E t AR P.S.C. Tariff No. 2 Original Page 5


wov I;! II 11 t

TABLE OF CONTEWt [ C p q ) : P . "_ j4

5.7 Central Office Non Transport Service Offerings . . . . . . . . . . . . . . . . . . . . . . . . . . . 75 5.7.1 Direct-Inward-Dialing Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75

A) Description . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75 B) Central Office Components . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77

Custom Calling Services . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78 5.8.1 Residence- Individual Features . . . . . . . . . . . . . , . . . . . . . . . , . . . . . . . . . . 78 5.8.2 BusinessBusiness PBX- Individual features . . . . . . . . . . . . . . . . . . . . . . . . 79 5.8.3 Per Call Three Way Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80

5.8

Issued: Effective:


dI7K ‘ *::&4.

:4. c r

PAETEC COMMUNICA’I’rONS, INC. AR P.S.C. Tariff No. 2 Original Page 6 Hov IZ f I 11 481 ‘98

l e I( II

EXPLANATION OF SYMBOLS, REFERENCk KS, AND ABBREVIATIONS OF TECHNICAL TERMS USED IN THIS TARIFF

The following symbols shall be used in this tariff for the purpose indicated below:

C To signify changed regulation. D I To signify increased rate. M N R To signify reduced rate. S To signify reissued matter. T

To signify discontinued rate or regulation.

To sign@ a move in the location of text. To signify new rate or regulation.

To signify a change in text but no change in rate or regulation.

Issued: Effective:


%?FK : "(id

:F ' I ? . PAETEC COMMUNICATIUNS, INC. AR P.S.C. Tariff No. 2 Original Page 7

Nov 12 I I 11 A M '93

APPLICATION OFT mp - I J

This tariff sets forth the service offerings, rates, terms and conditions applicable to the furnishing of intrastate communications services by PaeTec Communications, Inc. within the State of Arkansas.

This tariff applies only for the use of PaeTec Communications, Inc.'s services for communications between points within the State of Arkansas; this includes the use of PaeTec Communications, Inc.'s network (a) to complete an end-to-end intrastate communication; (b) by other service providers to originate and terminate intrastate communications; and (c) by Users to obtain access to the intrastate services offered by other service providers. Other services are offered by PaeTec Communications, Lnc. under other tariffs or, in the case of unregulated services, under contract.

Issued: Effective:


, ' ' 4 kF K , , / I

p ,- ,> r

PAETEC COMMUNICATluNS, INC. AR P.S.C. Tariff No. 2 Original Page 8

: fa* 3 : F Section 1 - DEFINITIONS i I \..

Certain terms used generally throughout this tariff are defined below.

Access Line: An arrangement which connects the Customer's location to the Company's designated switching center or point of presence.

Advance Pavment: Part or all of a payment required before the start of service.

Authorized User: A person, firm, corporation, or any other entity authorized by the Customer to communicate utilizing the carrier's service.

Basic Service Area: The area intended to be serviced by the Company as defined in Section 5.2.2 of this Tariff.

- Bit: The smallest unit of information in the binary system of notation.

Call Back/Camp On: Permits a station line encountering an all-trunk-busy condition the option of being notified when a trunk becomes idle.

Call Forwarding:

Call Forwarding: Station: Allows calls directed to a station line to be routed to a user defined line inside or outside the customer's Multi-Station System.

Call Forwarding: System: Permits calls attempting to terminate to a busy station line to be re-directed to a predetermined line inside or outside the customer's Multi-Station System.

Call Hold: Allows the user to hold one call for any length of time provided that neither party goes on-hook.

Issued: Effective:


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PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 2 Original Page 9

1.: 5 ;: Section 1 - DEFINITIONS (Cont'd) k '

Call Park: Allows a station line to park a call against its own line number. The parked call can be retrieved from any station line by dialing a feature code and the line number against which the call is parked.

Call Pickup: Allows a station line to answer incoming calls to another station line within a defined call pickup group. Call pickup is provided on individual station lines within a customer group.

Call Transfer: Allows a station line user to transfer any established call to another station line inside or outside the customer group without the assistance of the attendant.

Call Waiting: Permits a line in the talking state to be alerted by a tone when another call is attempting to complete to the line. Audible ringing is returned to the originating line. The Service also provides a hold feature that is activated by a switchhook flash.

Communications Services: The Company's intrastate toll and local exchange switched telephone services offered for both intraLATA and interLATA use.

Companv or Carrier: PaeTec Communications, Inc., the issuer of this tariff.

Customer: The person, firm or corporation which orders service and is responsible for the payment of charges and compliance with the Company's regulations.

Dial Pulse (or "DP"): The pulse type employed by rotary dial station sets.

Direct Inward Dial (or "DID"): A service attribute that routes incoming calls directly to stations, by-passing a central answering point.

Direct Outward Dial (or "DOD"): A service attribute that allows individual station users to access and dial outside numbers directly.

Issued: Effective:


sc PAETEC COMMUNICATICINS, INC. AR P.S.C. Tariff No. 2

t Q 4 2 1 r:: I-) Section 1 - DEFINITIONS (Cont'd) i" i ; $ < a ,_,

Do Not Disturb: Permits the attendant to cut off a single station line and selected groups of station lines from receiving incoming and station-to-station calls.

Dual Tone Multi-Freauencv (or "DTMF"): The pulse type employed by tone dial station sets.

Duplex Service: Service which provides for simultaneous transmission in both directions.

Fiber ODtic Cable: A thin filament of glass with a protective outer coating through which a light beam carrying communications signals may be transmitted by means of multiple internal reflections to a receiver, which translates the message.

Hunting: Routes a call to an idle station line in a prearranged group when the called station line is busy.

In-Onlv: A service attribute that restricts outward dial access and routes incoming calls to a designated answer point.

Joint User: A person, firm or corporation which is designated by the Customer as a user of services furnished to the Customer by PaeTec Communications, Inc. and to whom a portion of the charges for the service will be billed under a joint user arrangement as specified herein.

Kbps: Kilobits per second, denotes thousands of bits per second.

Last Number Redial: Enables a station line user to redial the last called number by use of an access code rather than dialing the entire number.

LATA: A Local Access and Transport Area established pursuant to the Modification of Final Judgment entered by the United States District Court for the District of Columbia in Civil Action No. 82-0192; or any other geographic area designated as a LATA in the National Exchange Carrier Association, Inc. Tariff FCC No. 4.

Issued: Effective:


A R K , '"'- AR P.S.C. Tariff No. 2 :; f- 4 Original Page 11 PAETEC COMMUNICATIONS, INC.

Section 1 - DEFINITIONS (Cont'd)

Loop Start: Describes the signaling between or PBX/key system interface and the switch. It is the signal requesting service.

Mbps: Megabits, denotes millions of bits per second.

Multi-Freauencv or ("MF''): An inter-machine pulse-type used for signaling between telephone company switches, or between telephone company switches and PBX/key systems.

Port: A connection to the Company's switching network with one or more voice grade communications channels, each with a unique network address (telephone number) dedicated to the customer. Each port is equipped with a Terminal Interface.

Recurring. Charges: - The monthly charges to the Customer for services, facilities and equipment, which continue for the agreed upon duration of the service.

Service Commencement Date: The first day following the date on which the Company notifies the Customer that the requested service or facility is available for use, unless extended by the Customer's refusal to accept service which does not conform to standards set forth in the Service Order or this tariff, in which case the Service Commencement Date is the date of the Customer's acceptance. The Company and Customer may mutually agree on a substitute Service Commencement Date.

Service Order: The written request for Network Services executed by the Customer and the Company in the format devised by the Company. The signing of a Service Order by the Customer and acceptance by the Company initiates the respective obligations of the parties as set forth therein and pursuant to this tariff, but the duration of the service is calculated from the Service Commencement Date.

Issued: Effective:


&Fir;. 1.

P \.

PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 2 Original Page 12

Section 1 - DEFINITIONS (Cont'd)

Shared: A facility or equipment system or subsystem that can be used simultaneously by several Customers.

Speed Calling: Permits a station line user to dial selected numbers by using fewer digits than normally required. This is accomplished through the assignment of abbreviated codes to frequently called numbers. The speed calling list is customer-changeable.

System - Allows shared use of a speed calling list. A control station will add, change or delete telephone numbers from the list for the group.

Station - Allows a station line user to add, change or delete telephone numbers from a list. The list is dedicated to the individual station line user.

Terminal Interface: The method of physical connection between a Company-provided access line and a Customer's or User's transmission cable, inside wiring, or terminal equipment. Depending upon the access line ordered by the Customer, there may be a choice of terminal interfaces. The Customer is responsible for ordering a terminal interface that is compatible with the Customer's or User's terminal equipment. All terminal interfaces will be provided by industry-standard connectors as specified in or authorized by Subpart F of Part 68, Title 47, Code of Federal Regulations.

Three-way Calling: conversation.

Allows a station line user to add a third party to an existing

Two Way: A service attribute that includes DOD for outbound calls and can also be used to carry inbound calls to a central point for further processing.

- User: A Customer, Joint User, or any other person authorized by a Customer to use service provided under this tariff.

Issued: Effective:


A I ' K * r

PAETEC COMMUNICATlONS, INC.

fiov

I .

AR P.S.C. Tariff No. 2 Original Page 13 'b 1 1 I1 AH '33

rn.. ,.*- :Ti! I # p i Section 2 - REGULATIONS G 8 ( f

2.1 Undertaking of the ComDanv

2.1.1 Scope

The Company undertakes to furnish intrastate local exchange telecommunications service pursuant to the terms of this tariff in connection with one-way and/or twoway voice, data and other types of transmissions between points within the State of Arkansas.

Customers and users may use services and facilities provided under this tariff to obtain access to services offered by other service providers. The Company is responsible under this tariff only for the services and facilities provided hereunder, and it assumes no responsibility for any service provided by any other entity that purchases access to the Company's network in order to originate or terminate its own services, or to communicate with its own customers.

Issued: Effective :


!I i PAETEC COMMUNICATidNS, INC. AR P.S.C. Tariff No. 2

Original Page 14

:" 1 : ": I Section 2 - REGULATIONS (Cont'd) , " I'

2.1 Undertaking: of the Companv (Cont'd)

2.1.2 Shortage - of Eauipment or Facilities

2.1.2.1 The Company reserves the right to limit or to allocate the use of existing facilities, or of additional facilities offered by the Company, when necessary because of lack of facilities, or due to some other cause beyond the Company's control.

2.1.2.2 The furnishing of service under this tariff is subject to the availability on a continuing basis of all the necessary facilities and is limited to the capacity of the Company's facilities as well as facilities the Company may obtain from other carriers to furnish service from time to time as required at the sole discretion of the Company.

Issued: Effective :


PAETEC COMMUNICATIUNS, INC. AR P.S.C. Tariff No. 2 Original Page 15

No\ IZ I i 11 AI '98

' - 1 1-*. 1 f

I ' * pj Section 2 - REGULATIONS (Cont'd) i < a i

2.1 Undertaking of the ComDanv (Cont 'd)

2.1.3 Terms and Conditions

2.1.3.1 Service is provided on the basis of a minimum period of at least one month, 24-hours per day. For the purpose of computing charges in this tariff, a month is considered to have 30 days.

2.1.3.2 Customers may be required to enter into written service orders which shall contain or reference a specific description of the service ordered, the rates to be charged, the duration of the services, and the terms and conditions in this tariff. Customer will also be required to execute any other documents as may be reasonably requested by the Company.

2.1.3.3 At the expiration of the initial term specified in each Service Order, or in any extension thereof, service shall continue on a month-to-month basis at the then current rates unless terminated by either party upon 30 days' written notice. Any termination shall not relieve Customer of its obligation to pay any charges incurred under the service order and this fariff prior to termination. The rights and obligations which by their nature extend beyond the termination of the term of the service order shall survive such termination.

2.1.3.4 In any action between the parties to enforce any provision of this tariff, the prevailing party shall be entitled to recover its legal fees and court costs from the non-prevailing party in addition to other relief a court may award.

Issued: Effective:


41% 1

c . . PAETEC COMMUNICATIONS, INC. AR P.S.C. Tariff No. 2

Original Page 16 paov 11 II I k 4H "B

I T 1 8 t ~ * * ys

i" 1 i, ' - f I 3 ;n Section 2 - REGULATIONS (Cont'd)

2.1 Undertaking of the ComDanv (Cont'd)

2.1.3 Terms and Conditions (Cont'd)

2.1.3.5 Service may be terminated upon written notice to the Customer if

a. the Customer is using the service in violation of this tariff, or

b. the Customer is using the service in violation of the law.

2.1.3.6 This tariff shall be interpreted and governed by the laws of the State of Arkansas without regard for its choice of laws provision.

Issued: Effective:
