Earthlink 2008 Annual Report Download - page 212

Subscriber or a customer of another Online Provider or Road Runner. As reasonably required by TWC, EarthLink will supply routable IP
address ranges for connecting to the EarthLink High-Speed Service.
1.6
IP Telephony.
EarthLink will not provide any IP telephony that could reasonably cause or causes TWC to become subject to regulation as a
provider of a telecommunications service by any state public utilities commission or the FCC or other governmental or judicial authority or
agency. TWC shall not be required to provide any quality of service commitments for any IP telephony. If TWC incurs a tax or fee as a result of
any provision of IP telephony by EarthLink on the EarthLink High-Speed Service, EarthLink, at its sole discretion, will either (a) cease offering
IP telephony on the EarthLink High-Speed Service to the extent necessary to avoid such tax or fee, or (b) pay its share (pro-rata with other
Online Providers offering IP telephony services) of such tax or fee assessed on TWC or its facilities as a result of such IP telephony services.
2.
PRICING; ECONOMICS AND INVOICING
2.1 Retail Price.
Each Party will set its own retail price(s) for the Basic EarthLink High-Speed Service (including for Service Level 1, Service Level
2, Service Level 3 and any other Service Levels established by TWC) (the “Retail Price(s)” ) as sold by it, including the right to establish
different prices to Service Subscribers in different TWC Cable Systems. EarthLink shall have the right to set the retail price for any Premium
EarthLink High-Speed Service in connection with its sales thereof and in connection with TWC’s sales thereof, which shall be as agent for
EarthLink. For purposes of clarity, the Retail Price shall not be deemed to include taxes, franchise fees or installation or set-up (or similar) fees,
regardless of whether the same are charged to Service Subscribers.
2.2
Monthly Fees.
(a) Service Level 1 .
For Service Level 1 Service Subscriptions (other than for Additional EarthLink Revenues):
(i) Where the Retail Price is set by EarthLink, TWC shall be entitled to ______________ dollars ($_____), plus
____________ percent of the Excess Amount, if any, per Service Level 1 Service Subscription (the “SL1 TWC Monthly Fee” ). Such
amount will be paid to TWC by EarthLink for Service Subscribers billed by EarthLink (or Service Subscribers billed by TWC to the
extent the Retail Price set by EarthLink is less than the SL1 TWC Monthly Fee) or retained by TWC for Service Subscribers billed by
TWC, if any.
(ii) Where the Retail Price is set by TWC, EarthLink shall be entitled to ___________ dollars ($_____), plus
_____________ percent of the Excess Amount, if any, per Service Level 1 Service Subscription (the “SL1 EarthLink Monthly Fee” ).
Such
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