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Terms that are nearly meaningless to the broadband "unserved" http://
bit.ly/Xpn1
June 22, 2009
EX PARTE PRESENTATION
Ms. Marlene H. Dortch
Secretary
Federal Communications Commission
445 Twelfth Street, S.W.
Washington, D.C. 20554
Re: Transfer of Control of Embarq Corp. to CenturyTel, Inc., WC Docket No. 08-
238
Dear Ms. Dortch:
CenturyTel, Inc. (“CenturyTel”) and Embarq Corporation (“Embarq”)
(collectively the “Applicants”) submit this letter pursuant to a request of Acting
Chairman Copps’ office in order to clarify the commitments the Applicants made in their
letter of June 19, 2009. Unless otherwise specified below, these commitments will expire
in three years from the Transaction Closing Date.
For Embarq operating companies, the merged company will maintain substantially the
service levels that Embarq has provided for wholesale operations, subject to reasonable
and normal allowances for the integration of CenturyTel and Embarq systems.
• For two years after the Transaction Closing Date, the merged company
will maintain service levels for the Embarq operating companies that are
comparable to those Embarq wholesale customers experienced pre-
merger.
• Orders will be processed in compliance with federal and state law, as well
as the terms of applicable interconnection agreements.
• For two years after the Transaction Closing Date, Embarq will continue to
produce and make available CLEC service performance reporting via its
wholesale website consistent with state commission requirements, except
during system integration. Such performance data is available to any
requesting CLEC today with respect to its carrier specific data for each
respective state. In addition, access to the system and/or performance data
will be made available to the FCC upon request.
• For two years after the Transaction Closing Date, the Embarq operating
companies will maintain the following service metrics on a quarterly
basis, separately for the states of Florida, Nevada, Ohio, North Carolina,
Virginia, and all other states in the aggregate:
Pre-ordering – average response time to pre-order queries calculated in
seconds, which measures the number of seconds from Embarq’s receipt of a
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query from a CLEC to the time Embarq returns the requested data to the
CLEC.
Provisioning – average completed interval measured in days, which measures
the average number of business days from receipt of a valid, error-free service
request to the completion date in the service order entry system for new, move
and change service orders, separately for all UNE, resale, and other CLEC
services;
Repair/Maintenance – customer trouble report rate, which measures the total
number of network customer trouble reports received within a calendar month
per 100 units/UNEs, separately for all UNE, resale, and other CLEC services;
Repair/Maintenance – average time to restore (service), which measures the
average duration from the receipt of the customer trouble report to the time
the trouble is cleared, separately for all UNE, resale, and other CLEC
services; and
Work Center – center responsiveness, which measures the average time it
takes Embarq’s work center to answer a call expressed as the percentage of
calls that are answered within 20 seconds.
• For the above-described metrics, Embarq will maintain a comparison of
actual quarterly results to a benchmark value to be set at the 12-month
average results achieved from April 1, 2008 through March 31, 2009.
Embarq will maintain service at a level that is no less than one standard
deviation from the benchmark value, 90 percent of the time.
• These metrics will be reported manually during system integration and
made available to CLECs and the FCC as described above.
• The Applicants will combine each company’s wholesale systems into a
single platform for the merged company. To integrate systems, new code
must be developed and implemented. It is possible that wholesale
customers may experience temporary conversion related issues as systems
are converted. The merged company will use best efforts to minimize any
potential impacts on wholesale customers.
• A reasonable transition is anticipated whereby the Applicants intend to
migrate onto their new systems on a market-by-market basis to facilitate a
smooth transition.
• Applicants will notify wholesale customers 30 days in advance of the
anticipated integration of wholesale OSS on a market-by-market basis.
CenturyTel will integrate, and adopt for CenturyTel CLEC orders, the automated
Operation Support Systems (“OSS”) of Embarq within fifteen months of the
transaction’s close.
• This condition means that wholesale OSS will be provided through the Embarq
companies’ automated IRES and successor EASE system.
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In the interim, CenturyTel will devote additional resources to its existing manual
CLEC order processing system to ensure that all local number portability requests are
promptly processed.
• As of April 20, 2009, CenturyTel had already added 36% more employees
to the existing 14 employees to handle port orders from carriers, for a total
of 19. This number of employees will be maintained during the interim
until integration. The merged company will continue to monitor the
resources required to meet this commitment and will increase the number
of employees necessary to port numbers in four business days and provide
a firm order confirmation within one business day for normal levels of
orders in compliance with FCC rules, subject to any requests by
interconnectors for a later number porting date.
• CenturyTel companies will not limit the number of ports that can be
processed.
• All CenturyTel CLEC customers are covered under this commitment.
Applicants will improve CenturyTel companies’ processing of wholesale orders as
follows:
• Local number portability orders will be processed through Embarq OSS within
fifteen months of the Transaction Closing Date.
• Provisioning intervals for DS1 loops may be amended, upon request, to include a
9 business day provisioning interval maximum.
• No later than thirty months of the Transaction Closing Date, the CenturyTel
companies will provision DS1 loops within 6 business days, 80 percent of the
time.
• Within 120 days of the Transaction Closing Date, the merged company will
implement and make available to CLECs Embarq’s TELRIC-compliant
coordinated loop and bulk loop hot cut processes for use with UNE loops, xDSL-
capable UNE loops and x-DSL capable UNE subloops offered by Embarq and
CenturyTel operating companies.
• Within fifteen months of the Transaction Closing Date, maintenance and repair
calls for DS1 or higher UNE services will be answered at the Embarq wholesale
services operations center. In addition, the merged company will provide
dedicated resources to handle wholesale maintenance and repair calls.
• When a number is ported from CenturyTel, E-911 records will be unlocked at the
time of porting. Trouble reports involving locked E-911 records will be
addressed within 24 hours.
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The Applicants are willing to negotiate multiple interconnection contracts in a state at
the same time in most circumstances when such consolidated negotiations will aid in
addressing common issues.
• In many states, the Applicants operate both Rural and Nonrural companies
with unique network and cost characteristics. For a period of two years
after the Transaction Closing Date, the merged company is willing to
negotiate all Rural company interconnection contracts in a state at the
same time and all Nonrural company interconnection contracts in a state at
the same time. These unified negotiations will include negotiation of
common terms, but the company reserves the right during those unified
negotiations to ask for individual terms which are unique to each operating
company in the state. These individual terms are limited to rates, different
physical interconnection points reflecting network configurations, or
where unified terms are otherwise technically infeasible.
• Each legal entity will continue to have its own interconnection contract,
but these contracts will be negotiated jointly as indicated above. Joint
negotiations will substantially ease the burden on interconnecting carriers.
• As the carriers integrate operations, the companies expect that the merged
company will naturally gravitate toward consistent terms in a state, albeit
separately for Rural and Nonrural operating companies, subject to the
necessary unique terms described above.
• No Embarq or CenturyTel legal entity shall terminate or change the
conditions of a currently effective interconnection agreement that is in its
initial term as of the Transaction Closing Date, including the point of
interconnection (POI), for a period of three years after the Transaction
Closing Date, unless requested by the interconnecting party.
• No Embarq or CenturyTel legal entity shall terminate or change the
conditions of any other effective interconnection agreement, including the
POI, for a period of two years after the Transaction Closing date, unless
requested by the interconnecting party. This commitment excludes
inactive agreements, which are those agreements that are not used by an
interconnector to obtain service or for which a termination notice was sent
prior to May 10, 2009.
• A party may use § 252(i) to opt in to an interconnection agreement for no
more than the remaining length of that particular agreement pursuant to
the previous two bullets. No opt-ins are permitted for inactive
agreements.
• Neither the Applicants nor the interconnected carrier waive any rights to
seek an amendment to reflect prior and future changes of law.
• During this period, the interconnection agreement may be terminated only
via the interconnected carrier's request unless terminated pursuant to the
agreement's "default provisions."
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For a period of 12 months after the Transaction Closing Date, the merged company
agrees not to file a forbearance petition that seeks to alter the current status of any
facility currently offered as a loop or transport UNE under Section 251(c)(3) of the Act
or to request any new pricing flexibility for special access services in any market.
For three years after the Transaction Closing Date, the CenturyTel and Embarq
operating companies will offer to Internet service providers, for their provision of
broadband Internet access service to ADSL-capable retail customer premises, ADSL
transmission service in their respective territories that is functionally the same as the
services they offered as of the date of the Transaction Closing Date. Each local
operating company’s wholesale offering will be at a price not greater than its retail price
in the same state for ADSL service that is separately purchased by customers who also
subscribe to that local operating company’s local telephone service.
• An ADSL transmission service shall be considered "functionally the same" as the
service the CenturyTel or Embarq local operating company offered within its
individual local operating company territory as of the Transaction Closing Date if the
ADSL transmission service relies on ATM transport from the DSLAM (or equivalent
device) to the interface with the Internet service provider, and provides a maximum
asymmetrical downstream speed of up to 3.0 Mbps, where available (the "Broadband
ADSL Transmission Service").
• Nothing in this commitment shall require any CenturyTel or Embarq local operating
company to serve any geographic areas it currently does not serve with Broadband
ADSL Transmission Service or to provide Internet service providers with broadband
Internet access transmission technology that was not offered by that local operating
company to such providers in its operating company territory as of the Transaction
Closing Date.
The merged company expects to make substantial additional investment in broadband
services. The merged company will offer retail broadband Internet access service to 100
percent of its broadband eligible access lines within three years of the Transaction
Closing Date.
• To meet this commitment the merged company will make available retail broadband
Internet access service with a download speed of 768 kbps to 90 percent of its
broadband eligible access lines using wireline technologies within three years of the
Transaction Closing Date. The merged company will make available retail broadband
Internet access service in accordance with the FCC’s current definition of broadband
to the remaining broadband eligible access lines using alternative technologies and
operating arrangements, including but not limited to satellite and terrestrial wireless
broadband technologies.
• In addition, the merged company will make available retail broadband Internet access
service with a download speed of (1) 1.5 Mbps to 87% of the broadband eligible
access lines within two years of the Transaction Closing Date and (2) 3 Mbps to 75%
of broadband eligible access lines within one year of the Transaction Closing Date,
78% of broadband eligible lines within two years of the Transaction Closing Date,
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and 80% of broadband eligible lines within three years of the Transaction Closing
Date.
• Broadband eligible access lines are defined as retail single-line residential and single-
line business access lines.
In accordance with §1.1206 of the Commission rules, one copy of this letter is
being filed electronically via ECFS, and one delivered via email to each of the FCC
participants. Please contact me if you have any questions.
Respectfully submitted,
John F. Jones
Jeffrey S. Glover
Robert D. Shannon
CenturyTel, Inc.
100 CenturyTel Park Drive
Monroe, LA 71203
(318) 388-9000
Of Counsel
By: /s/ Gregory J. Vogt
Gregory J. Vogt
Law Offices of Gregory J. Vogt, PLLC
2121 Eisenhower Ave.
Suite 200
Alexandria, VA 22314
(703) 838-0115
Counsel for CenturyTel, Inc.
David C. Bartlett
John E. Benedict
Jeffrey S. Lanning
EMBARQ
701 Pennsylvania Ave, NW, Suite 820
Washington, DC 20004
(202) 393-7113
Of Counsel
By: /s/ Samuel L. Feder
Samuel L. Feder
Jenner & Block LLP
1099 New York Ave., N.W.
Suite 900
Washington, D.C. 20001
(202) 639-6005
Counsel for Embarq Corporation |
