APPENDIX DLE-DSL (DRAFT CONTRACT LANGUAGE) APPENDIX DLE-DSL Digital Loop Electronics (DLE) - Asynchronous Digital Subscriber Line (ADSL) 1 INTRODUCTION 1.1. This Appendix sets forth the terms and conditions for providing Asynchronous Digital Subscriber Line ("ADSL") utilizing Digital Loop Electronics ("DLE") infrastructure by the applicable SBC Communications Inc. owned Incumbent Local Exchange Carrier (ILEC) and CLEC. 1.2. SBC Communications Inc. (SBC) means the holding company which owns the following ILECs: Illinois Bell Telephone Company, Indiana Bell Telephone Company Incorporated, Michigan Bell Telephone Company, Nevada Bell Telephone Company, The Ohio Bell Telephone Company, Pacific Bell Telephone Company, The Southern New England Telephone Company, Southwestern Bell Telephone Company and/or Wisconsin Bell, Inc. d/b/a Ameritech Wisconsin. 1.3. As used herein, SBC-12STATE means the above listed ILECs doing business in Arkansas, California, Illinois, Indiana, Kansas, Michigan, Missouri, Nevada, Ohio, Oklahoma, Texas and Wisconsin. 1.4. As used herein, SNET means the applicable above listed ILEC doing business in Connecticut. 1.5. The prices at which SBC-12STATE agrees to provide CLEC with DLE-DSL are contained in the applicable Appendix Pricing and/or applicable Commissioned ordered tariff as specified below. 1.6. For CLECs operating in Connecticut, SNET's unbundled DLE-DSL offering may be found in the Commission ordered Connecticut Access Service Tariff. 1.7. The term ILEC in this Appendix references the SBC ILECs doing business in the regions, as more particularly described below. 2 DESCRIPTION OF INFRASTRUCTURE 2.1. The DLE infrastructure is defined by the Broadband Infrastructure currently being deployed by the SBC ILECs. The Broadband Infrastructure Project will require placement of at least the following components by the SBC ILECs in their respective networks: a Remote Terminal ("RT"); RT Derived ADSL Capable Loops; a Central Office Terminal ("COT"); and access to CLEC Asynchronous Transfer Mode ("ATM") capacity. 2.2. An RT for the purposes of this Appendix can be defined as either a Controlled Environmental Vault ("CEV"), Fiber Hut or Cabinet with Litespan 2000, 2012 or UMC 1000 Digital Loop Carrier ("DLC")equipment installed. 2.3. A Serving Wire Center ("SWC") for the purposes of this Appendix can be defined as an end office. 2.4. RTs (Litespan 2000, 2012 and UMC 1000) will be installed to effectively shorten copper loops for DSL to less than 12 Kft. The loops from these RTs will be referred to as RT derived DSL capable loops and are defined as the copper facility from the remote terminal, through the Subscriber Access Interface ("SAI") to the end user premise. These loops will consist of feeder cable from the remote terminal to the SAI and distribution cable from the SAI to the end user premises. The feeder cable is integrated (hard-wired) into the RT DLC equipment. A cross- connect must be made in the SAI to connect the distribution copper to the appropriate feeder copper facility to integrate the end user facility through DLC. 2.5. From the RT, OC-3s will be utilized to transport voice and data from the RT to the Central Office on a non-protected fiber. A distinct OC-3c will be provided for the data portion of path and a distinct OC-3 will be provided for the voice path. In the central office, the incoming data OC-3c be cross connected from the Fiber Distribution Frame ("FDF") to an Optical Concentration Device (OCD). The OCD aggregates many incoming OC-3cs from multiple RTs to a smaller number of outbound OC-3c or DS3 facilities and routes traffic the appropriate CLEC ATM Network. 2.6. Deployment of this infrastructure will occur in multiple, overlapping phases over three (3) years. The SBC ILECs have chosen the Alcatel 2000 DLC system for this deployment. The Litespan 2000 consists of two or more terminals or nodes; a COT; and one or more RTs connected by a single-mode fiber optic span. The current version of Litespan 2000 (Release 8) uses the standard OC-3 transmission rate and provides up to 2016 POTS lines. Litespan 2000 integrates traditional DLC and fiber optic multiplexer functions, eliminating the need for two separate functions when providing services over single-mode optical fibers in the loop feeder network. Litespan 2000 also enables cross-connecting both DS0 channels and DS1 rate signals. Cross connections may be made between COT channel units and RT channel units or between channel units located in the same terminal. 2.7. A combination (voice and data) card will be placed in the RT for use with the Alcatel DLC system. This card is referred to as the ADSL Distribution Line Unit (ADLU). The ADLU card is an ADSL service card. This card provides the same functionality as a DSLAM in that it splits the voice and data signal. At this time, each ADLU card is capable of supporting two DSL end users (dual cards). 3 DEFINITION OF UNBUNDLED NETWORK ELEMENTS 3.1. The term DLE describes a specific outside plant network infrastructure that is described in detail above. 3.2. The term ADSL describes various technologies and services. SBC-12STATE's unbundled DLE- DSL offering is set forth below for CLECs to use in conjunction with providing ADSL to their end-user over the DLE infrastructure. Any service deployed under the terms of this Agreement must be compatible with the SBC-12STATE ILECs DLC equipment deployed in the RT and with any SBC-12STATE ILECs equipment deployed in the COT or serving wire center (SWC). SBC-12STATE shall publish Technical Publications for the purpose of communicating current standards and their application within the Public Switched Telephone Network (PSTN). 3.3. This offering will support the deployment of any DSL equipment which provides for the transmission of ADSL technologies which comply with current national standards (ANSI T1.413- 1998). Loop qualification will be offered as described in Appendix DSL to this agreement. 3.4. At this time other DSL technologies will not be offered in conjunction with this offering due to technical limitations with the DLE infrastructure being deployed by the SBC ILECs. As additional technologies are made technically feasible, the SBC ILECs will consider such technologies at that time. A CLEC may place a request for additional technologies to be addressed in this Appendix via the Bonafide Request Process ("BFR") set forth in Appendix UNE to this agreement. 3.5. The unbundled network elements necessary for a CLEC to provision a DSL service in the DLE environment will be offered in two situations: Line Shared versus Non-Line Shared. 3.6. The elements described herein are for use in conjunction with the DLE environment only and cannot be used in conjunction with or as a substitution for any other unbundled network elements offered in this Agreement. In addition to this Appendix, CLEC, must have negotiated Appendix DSL to this Agreement to be utilized in conjunction with the elements outlined herein. If CLEC wishes to purchase line shared unbundled network elements as addressed herein, CLEC must also have Appendix HFPL to this agreement for line sharing. 4 LINE SHARED UNBUNDLED NETWORK ELEMENTS 4.1. The following unbundled network elements will be necessary in order for CLEC to provision a DSL service in the DLE environment under line sharing: a high frequency portion of the sub- loop ("HFPSL") from the RT to the Network Interface Device ("NID") at the customer premise; DLE ADSL feeder from the DLC equipment in the RT terminating in the OCD in the central office; and a port on the OCD. 4.2. Additional cross-connects will be required depending upon the arrangement. A DLE-ADSL Cross-Connect will be required in the SAI in the field to connect feeder cable from the DLC equipment in the RT to the distribution cable to the individual end user. Also, an OCD cross connect to either Collocation or a CLEC Point of Presence ("POP") will be required to extend the OCD port to the CLEC point of presence in the SWC or Adjacent Central Office. 4.3. The following is a numerical listing of the UNEs necessary for the provisioning of a line shared DSL service under the DLE infrastructure: 4.3.1. UNE - DLE-ADSL HFPSL 4.3.2. UNE - DLE-ADSL Feeder 4.3.3. UNE - OCD Port Termination 5 NON-LINE SHARED UNBUNDLED NETWORK ELEMENT 5.1. In the non-line shared environment the same set of UNEs as those described above for the line shared environment will be utilized by CLEC with one exception. The UNE DLE-ADSL HFPSL will be substituted with a data only DLE-ADSL Sub-loop. This sub-loop is the entire physical copper loop from the RT to the NID at the customer premise. 6 UNE DLE-HFPSL 6.1. The DLC sub-loop is defined as a transmission path beginning at the cross connect within the RT (RT) and extending to the standard NID or demarcation point at the end user premises. CLEC will own and is responsible for providing the end user splitter at the customer premise. 6.2. CLEC will be required to purchase the HFPSL (unbundled spectrum portion of the sub-loop) in a line shared environment. The unbundled spectrum will be allocated over the DLC sub-loop and cross-connect at the RT; an ADLU card in the DLC equipment; and OC-3c DLC transport to the central office. The OC-3c will be integrated to the DLC equipment in the RT. In addition to the HFPSL, CLEC must purchase the DLE-ADSL Cross Connect in the SAI as described above. 6.3. For purposes of this application, this sub-loop will be a line shared loop only. CLEC will own the HFPSL to provide DSL data services over the shared copper facility. The voice portion of this loop will belong to the appropriate SBC ILEC providing the voice service. This option will not be available to CLEC where the voice service is provided by any party other than the SBC ILEC, including those situations where the voice service is provided by any other carrier on a resale or leased basis (e.g., UNE combinations) from the SBC ILEC. 6.4. The OCD Port Termination and OCD Cross-Connect to collocation or to the CLEC POP must be in place prior to CLEC's placing of DLC sub-loop orders. 6.5. The existing loop qualification process as outlined in Appendix DSL will be required in conjunction with the DLC sub-loop. Also, the service performance, maintenance and provisioning and installation intervals for an ADSL capable loop as outlined in Appendix DSL will be applicable in conjunction with this offering. 6.6. A design layout record ("DLR") will not be offered in conjunction with this DLE offering. 7 UNE DLE-ADSL SUB-LOOP 7.1. When the CLEC desires to provide a dedicated data only facility from the RT to the end user under the DLE infrastructure, CLEC will be required to purchase the DLE-ADSL Sub-Loop. This element is identical to the HFPSL element described above and will be provided under the same terms and conditions as outlined above with the exception that the DLE-ADSL Sub-Loop will consist of the entire sub-loop from the RT to end user NID and not simply the high frequency portion of the sub-loop. 7.2. This element will be provided only in conjunction with the DLE infrastructure for the use with data only sub-loops in the non-line shared environment. 8 UNE DLE-ADSL FEEDER 8.1. The UNE DLE-ADSL Feeder element will be necessary to transmit the DSL data side of the loop to the OCD in the central office. 8.2. This product will consist of a port on the ADLU card in the DLC equipment in the RT and the use of a dedicated fiber from the RT DLC equipment to the SWC FDF. 8.3. The data OC-3c will transport packets of information from the multiple ADLU cards placed in the DLC equipment deployed in the RT. These packets are bursting in nature and are from multiple end users, assigned to multiple CLECs. Because of the common nature of this transport a permanent virtual connection (PVC) must be configured over this OC-3c fiber facility to support CLEC's DSL service. The PVC consists of virtual cross-connects or channel connections established at both the DLC equipment in the RT and in the OCD device deployed in the SWC. 8.4. A PVC will be made available to CLEC for the establishment of its DSL service. One PVC per end user will made available to CLEC. Unspecified Bit Rate (UBR) PVCs will be the only type of PVC made available with this offering at this time. 8.5. The maximum number of PVCs that can be provisioned over the DLE-ADSL Feeder is dependant upon the form of OCD Port Termination (as described below) purchased in the central office. At this time, the approximate maximum number of PVCs that can be provisioned over a DS3 OCD port is 1000 and 6000 for an OC-3c port. 8.6. CLEC will be responsible for the monitoring of the OCD port termination to ensure that it the number of established PVCs provisioned through such port do not exceed the limits above. In such instance as CLEC exceeds the thresholds as set forth above, the SBC ILECs reserve the right to notify CLEC and require CLEC to purchase additional ports or capacity where available before adding any additional PVCs to the OCD. 8.7. PVCs are configured in advance by ATM service providers between the DSL customer and a single service provider. Under the terms of this Agreement, CLEC represents the single service provider. CLEC is responsible for providing the information necessary for the SBC ILEC to provision the PVC in the SBC ILEC DLC equipment in the RT and in the OCD in the SWC. This information must be provided by the CLEC to the SBC ILEC pursuant to the Customer Information Form (CIF) process outlined in the CLEC Handbook. 8.8. The SBC ILECs will be responsible for network monitoring of the use of the common OC-3c between the central office and the RT. In the provisioning of the PVC, CLECs will be restricted to a downstream bandwidth speed of 1.544 Mbps per second and an upstream bandwidth speed of 384 Kbps per second. 8.9. Initially, the SBC ILECs will not allocate this DLE-ADSL Feeder UNE by bandwidth, but reserve the right to modify this Agreement upon the mutual agreement of both parties in order to do so, dependent upon traffic concerns over the shared OC-3c data facility should the amount of cumulative traffic over this shared facility from all ADSL providers exceed a threshold of 75% of the maximum capacity of the OC-3c bandwidth available for ADSL traffic. Should the Parties be unable to reach agreement on modified terms and conditions within 60 days of the initial written notice from the SBC ILEC, either Party may request resolution of any remaining issues by any appropriate Commission. 9 OCD PORT TERMINATION 9.1. The incoming dedicated OC-3c for data will terminate in the OCD. An OCD will be placed in each SWC where this product is made available. CLEC will be required to purchase a port termination on the OCD. The OCD Port Termination will consist of a DS3 or OC-3c port on the OCD. 9.2. In addition to the OCD Port Termination, CLEC must purchase a physical OCD cross-connect. This cross-connect is a physical appearance on the FDF that will allow for the OCD Port Termination to be extended to CLEC's physical or virtual point of collocation or to a CLEC POP in an adjacent central office. The OCD Cross Connect will be provided at the OC-3c and DS3 level. 10 PROVISIONING AND INSTALLATION 10.1. Provisioning and installation of these elements should be considered on two distinct separate paths: CLEC infrastructure orders and end user specific orders. CLEC will be required to build the necessary network infrastructure to support its DSL service in the DLC environment prior to placing end user orders for the UNE DLE-ADSL HFPSL, UNE DLE-ADSL Sub-Loop or UNE DLE-ADSL Feeder elements. The necessary elements for infrastructure are the OCD Port Termination and associated cross-connects. The OCD Port Termination will be issued via one (1) Access Service Request (ASR). End user specific orders consist of either the DLE-ADSL HFPSL or the DLE-ADSL Sub-Loop and the DLE-ADSL Feeder. These elements will be issued utilizing a Local Service Request (LSR). In addition to the LSR, as set forth above, a Customer Information Form (CIF) will be necessary from CLEC to provide necessary information to provide the PVC over the DLE-ADSL Feeder. 11 PRE-QUALIFICATION OF LOOPS 11.1. Because the elements set forth herein are provided for over the DLE infrastructure, all loops will be less than 17 kft in length. Therefore, the existing DSL pre-qualification process outlined in Appendix DSL of this agreement will not be necessary in conjunction with these elements. 12 LOOP QUALIFICATION 12.1. The existing Loop Qualification as outlined in Appendix DSL will be offered in conjunction with these services. Loop qualification will be used by CLEC to identify loops served out of the DLE infrastructure. 13 SPECTRUM MANAGEMENT 13.1. In order to protect the integrity of the network, CLEC agrees to use the DSL capable loops in a manner consistent with industry standards as referenced in this appendix and in Appendix DSL. 13.2. Spectrum Management requirements as addressed in Appendix DSL must be adhered to by CLEC in conjunction with this product offering. 14 RATE STRUCTURE 14.1. UNE DLE-ADSL HFPSL, UNE DLE-ADSL SUB-LOOP AND UNE DLE-ADSL FEEDER 14.1.1. CLECs will be charged both a monthly recurring charge and non-recurring initial and additional charge for this element. 14.2. OCD PORT TERMINATION 14.2.1. CLECs will be charged both a monthly recurring charge and non-recurring initial and additional charges for this element. The OCD port termination will be offered at both the DS3 and OC-3 speeds. 14.2.2. In addition to the OCD Port Termination, the OCD Cross-Connect element will be necessary from the OCD Port Termination to either CLEC collocation or to a CLEC POP in an adjacent central office. CLECs will be charged both a monthly recurring and non-recurring rate for the OCD Cross-Connect. The cross-connect will be offered at two speeds: OC-3 and DS3. 14.2.3. In such instance as CLEC desires to extend the OCD Port Termination to an adjacent central office POP, a per mile charge will apply for the use of SBC ILEC Interoffice Facilities ("IOF"). 14.3. All charges described herein are interim subject to true-up should a state Commission approve a different rate than that described in Appendix Pricing UNE. 15 RESERVATION OF RIGHTS 15.1. The parties acknowledge that the terms and conditions for the UNEs set forth above are specific to the DLE infrastructure. Such terms and conditions may not be applied to any other Appendix to this agreement. 15.2. The Parties acknowledge and agree that the provision of the UNEs set forth above and the associated rates, terms and conditions set forth in this Appendix are subject to any legal or equitable rights of review and remedies (including agency reconsideration and court review). Any reconsideration, agency order, appeal, court order or opinion, stay, injunction or other action by any state or federal regulatory body or court of competent jurisdiction which stays, modifies, or otherwise affects any of the rates, terms and conditions herein, specifically including those arising with respect to Federal Communications Commission orders (whether from the Memorandum Opinion and Order, and Notice of Proposed Rulemaking, FCC 98-188 (rel. August 7, 1998), in CC Docket No. 98-147, the FCC's First Report and Order and Further Notice of Proposed Rulemaking, FCC 99-48 (rel. March 31, 1999), in CC docket 98-147, the FCC's Third Report and Order and Fourth Further Notice of Proposed Rulemaking in CC Docket No. 96-96 (FCC 99-238) or the FCC's Third Report and Order in CC Docket No. 98-147 and Fourth Report and Order in CC Docket No. 96-98 (rel. December 9, 1999), or any other proceeding, the Parties shall expend diligent efforts to arrive at an agreement on conforming modifications to this Agreement. If negotiations fail, disputes between the Parties concerning the interpretation of the actions required or the provisions affected shall be handled under the dispute resolution procedures set forth in this Agreement. 15.3. SWBT's OR Pacific Bell's OR Nevada Bell's provision of UNEs identified in this Agreement is subject to the provisions of the Federal Act, including but not limited to, Section 251(d). The Parties acknowledge and agree that on November 5, 1999, the FCC issued its Third Report and Order and Fourth Further Notice of Proposed Rulemaking in CC Docket No. 96-96 (FCC 99-238), including the FCC's Supplemental Order issued In the Matter of the Local Competition Provisions of the Telecommunications Act of 1996, in CC Docket No. 96-98 (FCC 99-370) (rel. November 24, 1999), ("the UNE Remand Order"), portions of which become effective thirty (30) days following publication of such Order in the Federal Register (February 17, 2000) and other portions of which become effective 120 days following publication of such Order in the Federal Register (May 17, 2000). By entering into this Agreement which makes available certain UNEs, or any Amendment to this Agreement to conform such Agreement to the UNE Remand Order within the time frames specified in such Order, neither Party waives any of its rights to seek legal review or a stay pending appeal of the Order. In addition, both Parties reserve the right to dispute whether any UNEs identified in the Agreement must be provided under Section 251(c)(3) and Section 251(d) of the Act, and under this Agreement. In the event that the FCC, a state regulatory agency or a court of competent jurisdiction, in any proceeding, based upon any action by any telecommunications carrier, finds, rules and/or otherwise orders ("order") that any of the UNEs and/or UNE combinations provided for under this Agreement do not meet the necessary and impair standards set forth in Section 251(d)(2) of the Act, the affected provision will be invalidated, modified or stayed as required to immediately effectuate the subject order upon written request of either Party. In such event, the Parties shall expend diligent efforts to arrive at an agreement on the modifications required to the Agreement to immediately effectuate such order. If negotiations fail, disputes between the Parties concerning the interpretations of the actions required or the provisions affected by such order shall be handled under the Dispute Resolution Procedures set forth in this Agreement. In addition, the Parties agree that in the event the UNE Remand Order is stayed pending appeal, neither Party shall be obligated to implement the terms of such Order until such time as the stay is lifted. 16 APPLICABILITY OF OTHER RATES, TERMS AND CONDITIONS 16.1. Every interconnection, service and network element provided hereunder, shall be subject to all rates, terms and conditions contained in this Agreement which are legitimately related to such interconnection, service or network element. Without limiting the general applicability of the foregoing, the following terms and conditions of the General Terms and Conditions are specifically agreed by the Parties to be legitimately related to, and to be applicable to, each interconnection, service and network element provided hereunder: definitions, interpretation, construction and severability; notice of changes; general responsibilities of the Parties; effective date, term and termination; fraud; deposits; billing and payment of charges; non-payment and procedures for disconnection; dispute resolution; audits; disclaimer of representations and warranties; limitation of liability; indemnification; remedies; intellectual property; publicity and use of trademarks or service marks; no license; confidentiality; intervening law; governing law; regulatory approval; changes in End User local exchange service provider selection; compliance and certification; law enforcement; no third party beneficiaries; disclaimer of agency; relationship of the Parties/independent contractor; subcontracting; assignment; responsibility for environmental contamination; force majeure; taxes; non-waiver; network maintenance and management; signaling; transmission of traffic to third parties; customer inquiries; expenses; conflicts of interest; survival; scope of agreement; amendments and modifications; and entire agreement. APPENDIX DLE-DSL - SBC-13STATE Page 1 of 7 SBC-13STATE/CLEC 011800 RESTRICTED PROPRIETARY INFORMATION The information contained herein is for use by authorized employees of SBC Communications Inc. and its affiliates only and is not for general distribution.