Legal Interconnect Application

LEGAL INTERCONNECT APPLICATION

This Legal Interconnect Application (the "Application") is submitted as of Effective Date: by and between Applicant Name: and Interconnect Provider Name: . The parties intend for this Application to govern the terms upon which Provider will provide interconnection services described herein to Applicant.

RECITALS

WHEREAS, Applicant operates communications facilities or services and seeks to interconnect with Provider's network facilities in order to exchange traffic, access services, or otherwise interoperate in accordance with technical and commercial terms set forth in this Application; and

WHEREAS, Provider is willing to provide interconnection facilities, arrangements and related services subject to Provider's technical standards, reasonable access conditions, and compensation as detailed below; and

WHEREAS, the parties desire to document the scope, responsibilities, fees, and legal terms applicable to such interconnection in this Application pending execution of any definitive interconnection agreement.

NOW THEREFORE

In consideration of the mutual covenants contained in this Application and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

1.1 "Application" means this Legal Interconnect Application and any attachments incorporated by reference. 1.2 "Services" means the interconnection and related technical services described in Section 2. 1.3 "Confidential Information" means non-public information disclosed by one party to the other that is identified as confidential or that a reasonable person would understand to be confidential, including network designs, interface specifications, and commercial terms.

2. SCOPE OF APPLICATION AND SERVICES

2.1 Applicant hereby requests and Provider agrees to evaluate and, subject to acceptance of technical and commercial terms, provision the following interconnection services:

- Type of Interconnect:

- Requested Interconnect Location(s):

2.2 Provider will provision Services in accordance with Provider's technical specifications and good industry practice. Provisioning timeframes are estimates and are contingent upon capacity, permits, right-of-way access, and third-party cooperation.

3. TECHNICAL REQUIREMENTS & ACCEPTANCE

3.1 Applicant shall comply with Provider's current technical specifications and interface requirements. Applicant shall provide necessary circuit identification, point-of-termination information, and coordinate technical testing. Failure to comply may result in suspension of provisioning.

3.2 Acceptance Testing: Prior to commercial operation, the parties shall conduct mutually agreed acceptance tests. Successful completion of acceptance tests shall be documented by a written acceptance notice signed by authorized representatives of both parties.

4. FACILITIES, ACCESS AND MAINTENANCE

4.1 Provider shall provide physical access to interconnection facilities at the agreed demarcation point. Applicant is responsible for any customer-side facilities and equipment. Each party remains responsible for maintenance of its own facilities unless otherwise agreed in writing.

4.2 Maintenance Coordination: The parties shall coordinate maintenance windows using reasonable advance notice. Emergency maintenance may be performed with immediate notice where necessary to protect network integrity or comply with law.

5. COMPENSATION AND BILLING

5.1 Fees: Applicant agrees to pay the following fees associated with Services:

5.2 Billing Contact: Name: Email:

5.3 Payment Terms: Unless otherwise agreed in writing, invoices are due within the billing cycle specified above. Late payments shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law.

6. CONFIDENTIALITY

6.1 Each party shall treat the other's Confidential Information as confidential and shall not disclose it to third parties except to employees, agents, or contractors on a need-to-know basis who are bound by comparable confidentiality obligations. The receiving party shall use Confidential Information only for performing under this Application.

6.2 Exceptions: Confidential Information does not include information that is or becomes publicly available through no breach by the receiving party, is rightfully received from a third party without restriction, or is independently developed without use of the disclosing party's Confidential Information.

7. TERM, TERMINATION AND SUSPENSION

7.1 Term: This Application shall commence on the Effective Date and continue for Initial Term (months): unless earlier terminated as provided herein.

7.2 Termination for Cause: Either party may terminate this Application upon written notice if the other party materially breaches any obligation and fails to cure within thirty (30) days after receipt of written notice of such breach.

7.3 Suspension: Provider may suspend Services immediately if continued service would create a material risk to network integrity, security, or privacy, provided Provider provides written notice as soon as reasonably practicable.

8. REPRESENTATIONS, WARRANTIES AND DISCLAIMERS

8.1 Each party represents and warrants that it has the full right, power and authority to enter into this Application and to perform its obligations hereunder. Each party further represents that it will comply with applicable laws, regulations, and lawful orders in performing its obligations.

8.2 EXCEPT AS EXPRESSLY PROVIDED IN THIS APPLICATION, SERVICES ARE PROVIDED "AS IS" AND NEITHER PARTY MAKES ANY OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

9. LIMITATION OF LIABILITY

9.1 IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 9.2 THE AGGREGATE LIABILITY OF EITHER PARTY FOR CLAIMS ARISING OUT OF OR RELATING TO THIS APPLICATION SHALL NOT EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE BY APPLICANT TO PROVIDER FOR SERVICES PROVIDED DURING THE PRIOR SIX (6) MONTHS.

10. INDEMNIFICATION

10.1 Each party (the "Indemnitor") shall indemnify, defend and hold harmless the other party (the "Indemnitee") from and against any third-party claims, liabilities, damages and expenses (including reasonable attorneys' fees) arising out of the Indemnitor's breach of this Application, negligence, willful misconduct, or infringement of a third party's intellectual property rights resulting from the Indemnitor's use or provision of the Services.

11. NOTICES

11.1 All notices required or permitted under this Application shall be given in writing and delivered to the parties at the addresses set forth below or to such other address as either party may designate by notice to the other.

12. AMENDMENT, WAIVER, COUNTERPARTS

12.1 This Application may be amended only by a written instrument signed by duly authorized representatives of both parties. No waiver of any breach shall be effective unless in writing and signed by the waiving party. 12.2 This Application may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

13. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

13.1 Governing Law: This Application shall be governed by and construed in accordance with the laws chosen by the parties below. Governing Law: .

13.2 Entire Agreement: This Application, including any attachments expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior or contemporaneous agreements and understandings.

13.3 Severability: If any provision of this Application is held unenforceable or invalid by a court of competent jurisdiction, such provision shall be severed and the remainder of this Application shall remain in full force and effect.

14. MISCELLANEOUS

14.1 Assignment: Neither party may assign this Application without the prior written consent of the other, except to a successor in interest in connection with a merger, sale of substantially all assets, or other bona fide corporate reorganization. 14.2 Compliance: Each party shall comply with applicable laws, rules and regulations in performance of this Application, including lawful requests from governmental authorities.

AUTHORIZATION

The undersigned represent and warrant that they are authorized to submit this Application and bind their respective parties to its terms.

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