IP-PI Pricing Addendum - Southwestern Bell Telephone, L.P.

ATAS - Automated Testing and Analysis System

From Southwestern Bell Telephone, L.P. to SBC Advanced Solutions, Inc.

Schedule 600/Affiliate 157

157-600-210

November 21, 2002

A.  The fee to be paid by SBC Advanced Solutions, Inc. (“Buyer”) for special charges incurred by Southwestern Bell Telephone, L.P. (“Seller”) pursuant to this Schedule 600 will be as follows:

Bill Reference No. / Service / Cost
157-600-210 / IP/PI – License for ATAS
Provides the interface for mechanized testing and flow through of special services circuits.
Software License total is $323,485.50, which was derived from dividing in half the total development cost of $646,971.00 to split costs between Licensor and Licensee.
The SBC Advanced Solutions, Inc. contact is Belle Guice at 210-246-8850.
November 21, 2002 / $323,485.50

Compensation:

Notwithstanding any other provision hereof to the contrary, in order to enable Seller to comply with the applicable requirements, if any, of Parts 32 and 64 of the FCC’s Rules pertaining to affiliate transactions and any similar state of federal requirements, compensation payable to Seller for Seller’s provision of any services to Buyer hereunder shall be no less than the amount Seller is required to record in its regulated books of account. To ensure that the requirements of this paragraph are satisfied, Seller shall have the right from time to time to revise the charges accordingly and/or to recover any deficiency.

A.  Coordinators for the Services to be provided pursuant hereto will be as follows:

Buyer: SBC Advanced Solutions, Inc.

300 Convent, Suite 18-F-10

San Antonio, TX 78205

Attention: Thomas Kuckelman

Seller: Southwestern Bell Telephone, L.P.

Corporate Manager – Affiliate Issues

Three SBC Plaza, Room 1510.D3

Dallas, TX 75202

BUYER: / SELLER:
SBC Advanced Solutions, Inc. / Southwestern Bell Telephone, L.P.
By: / By:
Name: / Thomas Kuckelman / Name: / Susan Yoder
Title: / Vice President-Finance (SBC Enterprises) / Title: / Corporate Manager-Affiliate Issues
Date: / 01/16/03 / Date: / 01/10/03