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Frontier FRONTIER SERVICES AGREEMENT
<br /> COMMUNICATIONS TERMS AND CONDITIONS
<br /> failure to respond,Frontier may terminate any or all Services,retrieve Frontier 11. Competition
<br /> Network elements from the service location and Equipment for which title has Customer recognizes the availability of competitive alternatives for receiving
<br /> not transferred to Customer,in the following circumstances: (€)In the event of the Services and Equipment provided under this FSA,and has freely elected to
<br /> unauthorized, unlawful or improper use or abuse of the Frontier Network or
<br /> Service;(Ii)if,in the reasonable judgment of Frontier,Customer's use of the enter into this FSA In order to receive the benefits it offers.
<br /> Frontier Network or Service has or will damage or have an adverse effect on 12. Government Regulation
<br /> Frontier's Network, its personnel, property or service; (Iii) such action Is
<br /> necessary to meet the exigencies of an emergency; or(iv) a court or other To the extent that any Service(s) provided hereunder are subject to the
<br /> governmental authority having jurisdiction Issues an order prohibiting Frontier jurisdiction of the Federal Communications Commission ("FCC")or any state
<br /> from furnishing the Equipment or Services to Customer. public utilities commission or other regulatory agency,this FSA shall at all times
<br /> be subject to changes, modifications, orders and rulings by the FCC and/or
<br /> b. Breach by Frontier: if Frontier has not remedied any breach within state public utilities commission or other regulatory agency. Frontier reserves
<br /> thirty(30)days after Frontier's receipt of written notice from Customer of such the right to suspend, modify or terminate any Service without liability where
<br /> breach (providing reasonable detail), Customer may terminate the Service any statute, regulation and/or ruling,including modifications thereto,by any
<br /> which is the subject of such breach.This Is Customer's exclusive remedy for a regulatory agency(including the FCC), legislative body or court of competent
<br /> breach by Frontier. jurisdiction, (1) prohibits, restricts or otherwise prevents Frontier from
<br /> 7. Force Majeure furnishing such Service, or(II) has a material negative impact on Frontier's
<br /> performance hereunder or the benefits provided by this FSA.if provision of any
<br /> In no event will Frontier or its affiliates be liable for any delay in performance Service pursuant to this FSA is subject to advance approval of the FCC and/or
<br /> directly or indirectly caused by events beyond their control,Including,but not any state public utilities commission,this FSA shall not become effective with
<br /> limitted to:acts or omissions of Customer,Its agents,employees or contractors; respect to such Service until after receipt by Frontier of written notice of such
<br /> acts of God;acts of the public enemy;acts of the United States,a state or other approval.
<br /> political subdivision; fire, floods or other natural disasters; accidents; wars;
<br /> terrorism;cyber security events; labor disputes or shortages;and inability to 13. Governing Law
<br /> obtain material,power,equipment or transportation. This FSA shall be governed by and construed according to the laws of the State
<br /> 8. Assignment in which Services or Equipment are being provided hereunder without regard
<br /> to its conflicts of laws provisions. Any related litigation may be brought in any
<br /> This FSA may not be assigned by either party without the other party's prior State or Federal courts of competent jurisdiction within such State. Customer
<br /> written consent,which consent shall not be unreasonably withheld or delayed, and Frontier consent to personal jurisdiction in such courts.
<br /> except that Frontier may assign this FSA to any successor to the business of 14. No Waiver
<br /> Frontier by merger, consolidation or sale of assets or to any corporation
<br /> controlling,controlled by or under common control with Frontier. Frontier may If either party falls,at any time,to enforce any right or remedy available to it
<br /> subcontract portions of the work to be performed hereunder to provision the under this FSA,that failure shall not be construed to be a waiver of the right or
<br /> Services or Equipment. - remedy with respect to any other breach or failure by the other party.
<br /> 9. Work Site Conditions is, Severability
<br /> If asbestos,or material containing asbestos, or any other hazardous or A declaration by any court,or other binding legal source,that any provision of
<br /> toxic materials are discovered during work pursuant to this FSA, Frontier will this ESA or any Schedule Is illegal and void, will not affect the legality and
<br /> suspend its work for a reasonable period of time to permit Customer to engage enforceability of any other provisions of this FSA, unless the provisions are
<br /> a qualified firm to remove and dispose of the asbestos or other toxic or mutually dependent.
<br /> hazardous materials from the site. Such suspension may result in an equitable
<br /> adjustment to the charges identified in the related Schedule, based on arty 16. Notice
<br /> increase in costs incurred by Frontier. All notices provided pursuant to this FSA will be in writing and delivered by
<br /> 10. Title and Risk of Loss registered or certified US Mall, postage prepaid,or by commercial overnight
<br /> delivery service, or by facsimile, or by regular mail and shall be deemed
<br /> a. Risk of loss or damage for Frontier Network elements installed at a delivered either on the date of return receipt acknowledgment(in the case of
<br /> Customer designated service location shall pass to Customer at time of delivery certified US Mall), or on the next day after the sending of the notice if sent
<br /> to Customer. overnight mall,or three(3)days after mailing if by regular mail to the address
<br /> b. Any Frontier Network elements or Equipment installed at of the party designated to receive such notice.
<br /> Customer's premises or location where Services or Equipment will be installed 17. Independent Relationship
<br /> (which is leased or for which title has not transferred to Customer)remain the
<br /> personal property of Frontier or Frontier's assignee, notwithstanding that it Each party understands and agrees that it and its personnel are not employees
<br /> may be or become attached to or embedded in realty,and upon termination of of the other party,and that each party is an independent contractor hereunder
<br /> this FSA or any Schedule(in whole or In part),all Frontier property shall be for all purposes and at all times.
<br /> returned to Frontier in the same condition as Installed,normal wear and tear
<br /> 18. Dispute Resolution
<br /> excepted. Customer will not tamper with, remove or conceal any Frontier
<br /> identifying plates,tags or labels.in the event Frontier property Is not returned Except as otherwise specifically provided In or permitted by this FSA, all
<br /> to Frontier in accordance with this Section,Customer will be billed for and pay disputes arising In connection with this FSA shall first be resolved through good
<br /> to Frontier an amount equal to the retail value of the Frontier property,except faith negotiation. If,after negotiating in good faith for a period of ninety(90)
<br /> to the extent such failure is caused by the negligence or willful misconduct of calendar days or any agreed further period,the parties are unable to resolve
<br /> Frontier or its agents. the dispute,then each party may seek resolution by exercising any rights or
<br /> remedies available at law or in equity. Customer and Frontier agree that each
<br /> may only bring claims against the other in an individual capacity and not as a
<br /> plaintiff or class member in any purported class, representative, or private
<br /> attorney general proceeding.
<br /> Ver.2018.08 Page 3 of 4
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