FOURTH AMENDMENT TO AGREEMENT FOR THE PROVISION OF

BILLING AND COLLECTION SERVICES

This is an Amendment to the “Agreement for the Provision of Billing and Collection Services “(this “Amendment”) dated _September 10_, 2002, is by and between the Southwestern Bell Telephone Company, Pacific Bell, Nevada Bell, Ameritech and Southern New England Telephone (hereinafter "SBC Telcos) and SBC Advanced Solutions Inc. (hereinafter “ASI”) a Delaware corporation and having its principal place of business in San Antonio, Texas.

Whereas, ASI and the SBC Telcos of Southwestern Bell Telephone Company, Pacific Bell, Nevada Bell and Southern New England Telephone entered into Amendments on June 29, 2001 (Prior Amendments) to bill ASI for jacks, wiring, and time sensitive installation charges in connection with ASI's DSL and other Advanced Services;

Whereas, ASI and the SBC Telcos entered into an Agreement for the Provision of Billing and Collection Services on or about August 28, 2001 (as heretofore amended or otherwise modified, the, “Agreement”);

Whereas, the Agreement superceded the Prior Amendments, but the Parties continued to operate under the Prior Amendment; and,

Whereas, the Parties desire to replace the Prior Amendments with this Amendment.

NOW THEREFORE, for good and valuable consideration, ASI and the SBC Telcos agree as follows:

  1. Pursuant to paragraph 6.1.2, subsection b), of the B&C Agreement, the SBC Telcos will bill ASI's charges for jacks, wiring, and time sensitive installation charges in connection with ASI's DSL and other Advanced Services.
  1. ASI shall submit charges for jacks, wiring, and time sensitive charges via the 42 record process.
  1. ASI shall provide a clear and concise description of the charges for inclusion on the telephone bill and provide a detailed explanation of the charges, such as number of hours involved and the rate per hour, through its inquiry process and web site.
  1. Clause 5.3.1 of the Agreement is amended by adding the following sentences to the end of the paragraph. "SBC Telco will only provide Bill Processing Services for Customer's End Users that are SBC Telco local telephone service subscribers and entities that are using Customer’s services to provide service to, or reselling Customer's services to, SBC Telco's local telephone service subscribers. This Agreement does not contemplate SBC Telco providing Billing Processing Services to non-SBC Telco local telephone service subscribers. Nothing herein shall be construed as committing Customer to provide billing to the customers of the End Users that are using Customer’s services to provide service to, or reselling Customer's services to, SBC Telco's local telephone service subscribers."
  1. AGREEMENT PROVISIONS

Except as expressly provided herein, or to the extent that they are inconsistent with the terms and conditions of the Provision of Billing and Collection Services Agreement (B&C Agreement) between the SBC Telcos and ASI, and subsequent amendments, the provisions of the B&C Agreement and subsequent amendments shall remain in full force and effect.

  1. ENTIRE AGREEMENT

The B&C Agreement and any prior Amendments, as amended by this Amendment, constitute the entire agreement between the Parties with respect to the subject matter of the Agreement and supercedes all prior agreements and understandings.

IN WITNESS WHEREOF, SWBWASI and the SBC Telcos have caused this Amendment to be signed and delivered by their duly authorized representative, all as of the date set forth above.

SBC TELCOSSBC ADVANCED SERVICES INC.

BY: ______BY: ______

NAME: __James Walsh______NAME: _Sue Hammond ______

TITLE: ___Director______TITLE: _Director __

DATE: __9/25/02______DATE: __09/10/02______

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