PRODUCT SUPPLEMENT SERVICE LEVELS

to the

Master Service Agreement

1. SERVICE DESCRIPTIONS

1.1 Services. Seller offers the following Services subject to the terms of the Master Services Agreement:

1. "SIP Trunk Product" - shall mean a configuration where Buyer utilizes Session Initiation Protocol ("SIP") Signaling to transmit and receive Real Time Protocol ("RTP") voice traffic which will originate and/or terminate from the Buyers owned or leased IP enabled PBX to the PSTN using the public internet or private line delivery methods.
2. Features. The above products may include features, as determined by Seller which may be either included in Buyer's Service or priced as further set forth in Buyer's relevant Service Order or separate price list. Feature availability is subject to change from time to time and Buyer should consult Intrepid Service Department for an up to date listing. Service packages are also subject to change. Certain features, such as Directory Assistance and Operator Services, will incur additional charges based on use. Seller can provide current price lists upon request.
3. Definitions: Capitalized terms or phrases not defined in this Supplement shall have the definitions ascribed thereto in the Agreement. In addition to terms or phrases defined elsewhere in the Agreement or this Supplement, the following terms or phrases, where capitalized, shall be defined as follows:
   "DS1" shall mean Digital Signal 1.
   "Directory Assistance" shall mean the service providing identification of telephone directory numbers via an operator or automated platform.
   "Directory Listing" shall mean a listing of the Buyer's main billing number in the public directory in either electronic or paper format.
   "PBX" shall mean Private Branch Exchange.
   "PSTN" shall mean the public switched telephone network.
   "Operator Services" means access to operator assistance including fully automated call handling and live operator assistance, by dialing "0".
   "Rate Center" means a specific geographic area (as determined by the applicable ILEC or state regulatory commission) within a LCA or Market that is associated with one or more specific NPA/NXX codes.

1.2 Rates. The rates and charges for the Services shall be those set forth in the Service Order or additional provided rate schedule provided in conjunction with the Service Order (the “Rate Schedule”) or other appropriate schedule thereto, in addition to Seller’s tariffs, as applicable and as amended from time to time. Buyer will have a specific Local Calling Area (“LCA”) defined within a geographic area (as determined by the applicable ILEC or state regulatory commission) comprised of one or more Rate Centers. The LCA is used for billing purposes to determine whether a call will be treated as local or longdistance and will include any mandatory expanded local calling areas. All rates and charges set forth in any preliminary quote are subject to final approval and acceptance by Seller. The rates and charges in the Service Order or Rate Schedule apply only to the Services provided at the service address listed on the Service Order. Each additional Buyer location added after the Effective Date of the Service Order shall require its own specified rates. Calls made using any service offered by Seller are rounded up to the next cent at the termination of the call. For any Seller service used by Buyer for which a rate is not specified in the Agreement, Seller’s standard business rate shall apply. Buyer shall remain liable for charges that are billed to it after the Service termination date based on billing delays.

2. PROVISIONING INTERVALS FOR FACILITIES

1. Delay of Recurring Charge. Buyer shall not be obligated to pay the Recurring Charges until such time as the Service commences.
2. Termination of Service. If the Commencement Date does not occur on or before sixty (60) days following the applicable Scheduled Service Date, then Buyer shall have the right to terminate the applicable Service by providing written notice to Seller to the extent that such notice is provided prior to the Commencement Date. In such event, unless otherwise provided in the Service Order, Buyer shall not be obligated to pay, and shall receive reimbursement for any amounts previously paid with regard to, any Recurring Charges or Non-Recurring Charges associated with such Service.
3. SOLE AND EXCLUSIVE REMEDIES. THE PARTIES ACKNOWLEDGE THAT THE REMEDIES IN THIS SECTION 2 SHALL BE THE SOLE AND EXCLUSIVE REMEDY OF BUYER AND THE SOLE AND EXCLUSIVE LIABILITY OF SELLER FOR THE FAILURE OF THE COMMENCEMENT DATE TO OCCUR PRIOR TO THE SCHEDULED SERVICE DATE OR ANY OTHER DELAY IN PROVIDING THE SERVICE.

3. TESTING PROCEDURES FOR FACILITIES

4. PERFORMANCE AND OPERATING STANDARDS FOR FACILITIES

1. A Service Outage shall begin upon the earlier of Seller's actual knowledge of the Service Outage or Seller's receipt of written notice from Buyer of the Service Outage and shall end upon the correction of the loss of service as set forth above.
2. Notwithstanding the above, a Service Outage shall not be deemed to have occurred and no Service Outage Credits will apply:
   
   1. during periods (A) of less than ten (10) minutes, (B) in which Seller is not given access to its Facilities or equipment that are required to provide the Services or to remedy any Service Outage, (C) in which planned or scheduled maintenance and repair activities are occurring, (D) in which Buyer or its User continues to use the Services on an impaired basis, or (E) that are not reported to Seller within thirty (30) days of the date the Service was affected;
      
   2. for interruptions that are caused by or due to (A) acts or omissions of Buyer, its User or another third party, (B) the failure or malfunction of facilities or equipment not owned or operated by Seller, including without limitation the failure of the power supply, (C) a Force Majeure Event or (D) disconnections by Seller for non-payment or other contract default or breaches by Buyer;
   3. for Services utilizing in whole or in part Third Party Facilities; and
   4. with respect to any Service whereby Buyer's and/or its Users' usage of or demand with respect to the Service is greater than the amount of usage or capacity for which it has subscribed.
   5. Failures due to the local loop facilities
   6. All Customer Premise Equipment ("CPE"), whether or not provided by Seller
   7. Service and/or network downtime due to incorrect routing, setup, or provisioning of IP PBX or other CPE not managed by Seller.
   8. Service and/or network downtime due to failure of any network or system provided by customer or any third party.
3. Availability Factor shall mean that each Service shall be available for no less than 99.9% of the minutes in any monthly period and shall apply to Services that are provided entirely on Seller's Facilities. The Availability Factor shall apply for each month and is a measurement of the percent of total time that Service is operative and deemed available to Buyer in accordance with the above specifications when measured over such period.
4. Service Outage Credit. With respect to any Service Outages in excess of the Availability Factors, the Service Outage Credit shall be equal to an amount equal to (a) the Recurring Charge applicable to the affected Service during the calendar month in which the Service Outage occurred multiplied by (b) the number of hours or fractions thereof that the Service Outage occurred during the calendar month divided by 720 hours. Service Outage Credits are calculated after deduction of all discounts and other special pricing arrangements, and are not applied to governmental fees, taxes, surcharges and similar additional charges, nor are credits available for any usage based Services. OTHER THAN THE ADDITIONAL TERMINATION REMEDY SET FORTH BELOW FOR CHRONIC SERVICE OUTAGES, BUYER'S RIGHT TO RECEIVE SUCH SERVICE OUTAGE CREDIT SHALL BE BUYER'S SOLE AND EXCLUSIVE REMEDY AND SELLER'S SOLE AND EXCLUSIVE OBLIGATION IN THE EVENT OF A SERVICE OUTAGE OR FOR ANY OTHER CLAIM THAT SELLER FAILED TO MEET ITS OBLIGATIONS IN THE PROVIDING OF THE SERVICE.
5. Chronic Service Outage. An affected Service shall be deemed to have experienced a Chronic Service Outage to the extent that in any calendar month (i) three or more Service Outages have occurred with each such Service Outage having a duration of more than four (4) hours or (ii) one Service Outage has occurred for a duration of more than fortyeight (48) hours, in each case where the applicable Service Outage has been reported by Buyer to Seller with respect to any Service within ten (10) days. BUYER'S RIGHT TO TERMINATE THE AFFECTED SERVICE SHALL BE THE BUYER'S SOLE AND EXCLUSIVE REMEDY AND THE SELLER'S SOLE AND EXCLUSIVE OBLIGATION IN THE EVENT OF A CHRONIC SERVICE OUTAGE.

1. Trouble tickets due to the failure of the CPE or any components on the Customer side of the CPE, whether or not such CPE was provided by Seller.
2. Trouble tickets due to Seller's scheduled maintenance windows
3. Trouble tickets due to the failure of any components due to Customer action
4. Trouble tickets for which Seller cannot access required facilities due to inaccessibility beyond Seller's reasonable control
5. Trouble tickets due to Force Majeur
6. Trouble tickets related to any lines added, removed, or re-configured during the month
7. Trouble tickets associated with lines used as backup or alternate routes
8. When response is not met due to any network or system provided by customer or any third party.
9. "No Trouble Found" trouble tickets
10. Failures due to the local loop
11. Trouble Tickets caused by the act or failure to act of Customer or any third party
12. Trouble tickets that remain open due to delays caused by slow responses from customer for requests for feedback

LIABILITY FOR USE

5.1 Buyer’s Responsibility for Fraudulent Calls. Buyer shall immediately notify Seller if it is aware of or suspects any fraudulent calling or calling patterns, pretexting, or other unlawful, improper or fraudulent activities. Buyer shall work with Seller to cause any fraudulent calling, or other activities describe herein, to be blocked. Buyer shall cooperate with Seller in its efforts to prevent fraudulent or illegal use of the Services. Buyer shall be responsible for all costs, expenses, claims or actions arising from all calls relating to Buyer’s or its end users use of the Services including those calls the purpose or effect of which is theft or unauthorized usage of communications services or misleading or fraudulent communications of any nature (including, without limitation, communications intended to effect theft through unauthorized use of calling cards) and all unauthorized or fraudulent communications on pay-per-call numbers, information service calls, directory assistance calls or the life for which Seller is billed and that are passed through to the Buyer . Seller may take protective action against Buyer or a third party in order to protect Buyer and/or Seller or its network from and against any harm that may arise out of the illegal, fraudulent or otherwise suspicious conduct (including blocking access to particular calling numbers or geographic areas). Such protective action may include, without limitation, the temporary blocking of Buyer’s traffic until the applicable risk of harm is mitigated to Seller’s reasonable satisfaction. Buyer releases and holds harmless Seller from and against any claims, costs or loss arising out of Seller’s good faith exercise of its reasonable business judgment to take a protective action.

5.2 Buyer party shall comply with all applicable laws, regulations, court decisions or administrative rulings regarding the provision or use of the Services. Without limiting the foregoing, Buyer will ensure that all who use the Services provided to Buyer for the purpose of making telephone solicitations must comply with the national do-not-call requirements, including the rules as set forth in 47 C.F.R. Section 64.1200 and 16 C.F.R. Part 310. Failure to do so shall constitute a material breach of the Agreement and Seller shall be entitled to immediately suspend Service in such event.

5.3 Limitations on Service. This Supplement shall apply only to Services provided directly to Buyer for use by Buyer. Without the written consent of Seller, Buyer may not purchase Services under the Agreement and this Supplement for resale to third parties.

6. ADDITIONAL SERVICE TERMS

6.1 Adequate Trunking. As a condition of receiving the telecommunication services contemplated hereunder, Buyer shall at all times order adequate trunking for Buyer’s call volume. In the event Buyer’s call trunking is inadequate to accommodate the call volume it is receiving at any given time, then Seller may, at its sole option, restrict or block calls to the applicable circuits.

6.2 Tariff Considerations. Depending on the Buyer’s choice of products and services, Buyer may receive from Seller and its affiliates regulated local, interstate, intrastate, and local toll telecommunications services provided pursuant to Seller’s or its affiliates’ tariffs and price lists and the terms and conditions contained therein (collectively the “Tariffs”). If the Buyer’s choice of products and services includes detariffed services, this Agreement shall govern such services. If Buyer’s choice of products includes unregulated services, this Agreement is subject to and incorporates by reference the general rules and regulations of the local Tariffs of the state in which the services are provided. To the extent this contract differs from any terms and conditions in Seller’s tariffs, the Tariffs control. Seller may modify its Tariffs from time to time in accordance with law. These modifications may affect service(s) furnished to Buyer.

6.3 International Calling. By default, Seller will block access to certain international locations and numbers. At Buyer’s request, Seller will permit Buyer access to international calling capabilities by removing the “blocking” that Seller typically applies to that service. If such a request is made by Buyer, Buyer shall be liable for all charges associated with all international calling charges dialed from the Buyer premises, calling card(s) and/or access numbers, regardless of whether such use (1) is authorized by Buyer management; (2) is initiated by Buyer employees or third parties; or (3) constitutes or involves fraudulent activity of any nature. Buyer agrees that Seller assumes no liability of any kind with respect to its providing access to international calling or the use of international calling services via connections from Buyer premises and locations where Buyer uses Seller’s service. Buyer shall indemnify, defend and hold Seller’s harmless against any and all claims made by any third party related to the use of international calling services. Buyer acknowledges that, pursuant to government regulation, failure to make proper payment to third parties could result in suspension or interruption of long distance and/or local services provided by Seller. Seller assumes no liability of any kind with respect to such potential service suspensions or interruptions.

6.4 Seller’s Equipment. The equipment provided by Seller (Modem/Router/EMTA, etc…) provided by Seller and located at the Buyer premise is the property of Seller and must be returned to Seller by Buyer within thirty (30) days of service termination. If the equipment is not returned within this timeframe, Buyer agrees to reimburse Seller for the full purchase price of the equipment as well as any attorney’s fees and costs incurred by Seller related to Seller’s retrieval of the equipment. Seller’s equipment will be located based on the demarcation point of the Service. If a third party service is involved in providing the Service, Seller may need to move the demarcation point based on the location of third party facilities.

6.5 Installation Delays. Buyer acknowledges and agrees that if Buyer causes an installation delay of any of its services past the Buyer’s Scheduled Service Date, Buyer will pay all applicable monthly recurring charges for all Buyer’s services as if all services were installed and commenced on such Scheduled Service Date. Additionally, in the event installation delays occur for any reason, Seller shall not be responsible for charges imposed on Buyer by Buyer’s previous service provider(s) and/or the difference between such charges and the charges that Seller would have imposed pursuant to this Agreement.

6.6 Location. Buyer acknowledges that Seller does not provide services beyond specific service boundaries. Buyer’s service is specific to the location to which Seller agreed to provide service in the relevant service order. Any agreement to move the location of service must be agreed to by Seller in its sole discretion. Buyer’s movement from the premises or desire to move service shall not be grounds for Buyer to terminate service. Any loss of rights to the premises or access thereto for the service will be a breach by Buyer of this Agreement.

6.7 LOA. Buyer agrees to execute letter of authorization forms related to the service as reasonable requested by Seller. If Buyer adds lines during the course of this Agreement, Buyer’s original Letter of Authorization provides Seller with authorization to add such lines and such authorization will be deemed to comport with federal and state unauthorized carrier change regulations, laws, administrative Orders and other legal guidelines.

6.8 Directory Listing. Depending on the Service ordered, Seller may provide a public directory listing (electronic and/or written) for Buyer based on information provided by Buyer. Buyer agrees that Seller shall have no liability to Buyer for providing or failing to provide such listing, including any inaccuracies therein, and Buyer shall defend and indemnify Seller for any cost or damages it incurs based on its acts or failure to act related to the issue of Buyer and directory listings. Seller shall also have no liability to Buyer for any telephone numbers published or distributed by Seller prior to the Commencement Date of Service at all of the service locations covered by the Service Orders.

6.9 Porting. Prior to termination of the Service, Buyer may be to transport (“port”) its then current telephone number to a new provider. If Buyer requests or authorizes a third party to request on its behalf the porting of one or more of its numbers from Seller to a new provider, Seller will treat that request as notice from Buyer to immediately terminate the Service for those specified numbers upon successful port of such numbers. After any number has been ported, Buyer will not be able to use Seller’s services for that number. Buyer will remain liable to pay all Service charges for such numbers through the service end date or, if later, when the number has been successfully ported. Early Termination Charges apply upon any termination of the Service or porting to another carrier before the end date of the Service Term. Buyer will be liable for all associated port out fees, not to exceed $8 per telephone number.

7. NETWORK USE

7.1 Network Management. The parties will work cooperatively with each other to install and maintain effective and reliable interconnected facilities. Consistent with applicable law and industry practices, Seller may use protective network traffic management controls to protect its network from congestion, failure, or unanticipated traffic, including traffic for which Seller believes it will not receive reasonable compensation.

7.2 Call Information. Buyer shall provide Automatic Number Identification (ANI) or other call identifying information as reasonably requested by Seller for all communications using Seller’s Services. All communications delivered to Seller’s network without ANI, or other appropriate call identifying information, will be treated, for purposes of compensation, as toll (either interstate or intra-state), and will be subject to terminating access rates of the terminating ILEC or carrier, even if Seller has selected a flat rate billing plan. Buyer shall not: (1) route U.S. Domestic traffic or traffic destined for Alaska or Hawaii through points outside of the United States; (2) re-classify or re-originate traffic or take any other action to make traffic appear as if it (i) is anything other than the type of traffic delivered to Buyer (including but not limited to making TDM originated traffic appear to be IP originated) or (ii) originated from a place or on a type of equipment different from the place or type of equipment from where it, in fact, originated; and (3) modify, alter or delete in any manner calling party number information, originating point codes or any other signaling information, or call detail in connection with the transport and termination of traffic to the called party.

7.3 Abusive Practices. Buyer cannot use using auto-dialing, predictive dialers, Internet dial access applications, call back operator, call transfer release or call forwarding switching applications, VoIP local call terminations or any other extraordinary business applications with any unlimited usage plan. Seller reserves the right to terminate this Agreement upon thirty (30) days notice in the event that Seller determines, in its sole discretion, that Buyer is using a predictive dialer or other auto-dialing application, employing the service for outbound telesales applications or is otherwise abusing Seller’s local or long distance calling plans, unless Buyer has specifically purchased a Seller product designated for predictive dialer/call center applications. If ten percent (10%) or more of Seller’s completed calls are equal to or less than six (6) seconds in length (“Short Duration Calls”) during any calendar month, Seller reserves the right to charge and Buyer shall pay a surcharge of $0.01 per Short Duration Call, which surcharge shall be in addition to the rates and charges for the Services and all other applicable surcharges and taxes. If more than forty percent (40%) of Buyer’s total call attempts are uncompleted during any given month, per trunk group and DS0 circuit, Seller reserves the right to disconnect the affected circuit or to charge Buyer $10 per DS0 per month per trunk group. If applicable, the same metrics will be applied on a session (or DS0 equivalent) basis for SIP based termination Services.

8. E911