SECTION I CONDITIONS OF RESIDENTIAL SERVICE THE AGREEMENT

SECTION I CONDITIONS OF RESIDENTIAL SERVICE THE AGREEMENT BY ENROLLING IN, USING, OR PAYING FOR THE SERVICES, YOU ( CUSTOMER OR SUBSCRIBER ) AGREE TO THE PRICES, CHARGES, TERMS AND CONDITIONS IN THIS AGREEMENT. HOWEVER, IF YOU DO NOT AGREE TO THESE PRICES, CHARGES, TERMS AND CONDITIONS, DO NOT USE THE SERVICES, AND CANCEL THEM IMMEDIATELY BY CALLING CREDO, AT 800/788-0898, FOR FURTHER DIRECTIONS. These Terms, Conditions, and Common Rates ( Terms and Conditions ) contain the descriptions, conditions of service, and common rates applicable to interstate and international telecommunications services and the descriptions and conditions of service applicable to intrastate services provided by Working Assets Funding Services, Inc. dba Credo Long Distance, ( CREDO, Working Assets or Working Assets dba Credo Carrier or Company or we or us ) with principal offices at 101 Market Street, Suite 700, San Francisco, CA 94105. (Terms, conditions, and intrastate rates for Arizona, Connecticut, Hawaii, Maryland, Massachusetts, Nebraska, New Hampshire, New Mexico, Oklahoma, Rhode Island, South Carolina and West Virginia are governed by state-mandated tariffs, copies of which may be received by calling 800/788-0898.) These Terms and Conditions, together with the Calling Plan to which you subscribe and any service and/or rate information we send you upon enrollment in a Calling Plan, constitute the Agreement between you and CREDO ( Agreement ). A copy of these Terms and Conditions and specific Calling Plan rate information may be obtained by calling 800/788-0898. When authorized by the Subscriber, the Carrier may act as the Subscriber s agent for ordering connection of a Subscriber s location to the networks of the underlying carriers who carry the Carrier s long distance traffic. The Subscriber shall be responsible for all charges due for such service arrangement. In some instances the Company may credit the amount of these charges to the Subscriber s CREDO bill. DEFINITIONS The definitions below apply unless they differ with specific Calling Plan information. In that instance, the definitions in the Calling Plan information prevail over the definitions listed below: Day: From 8:00 a.m. up to, but not including, 5:00 p.m. local time on Monday through Friday, excluding Carrier-specified holidays. Direct-dial(ed): describes a call dialed from a telephone number, whose long distance and/or local toll is presubscribed to Working Assets dba CREDO, without operator or automated assistance and not charged to a calling card. Evening: From 5:00 p.m. up to, but not including, 11:00 p.m. local time on Sunday through Friday, and for 24 hours on Carrier-specified holidays unless a lower rate would normally apply. Night/Weekend: From 11:00 p.m. up to, but not including, 8:00 a.m. local time, Sunday through Friday, any time on Saturday, any time on Sunday except for the period beginning at 5:00 p.m. up to, but not including, 11:00 p.m. Holidays: All Carrier-specified holidays: New Year s Day, Martin Luther King Day,* Presidents Day,* Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. * Applies to Federally observed day only. When this holiday falls on a Sunday, the Holiday calling rate applies to calls placed on the following Monday. When this holiday falls on a Saturday, the Holiday calling rate applies to calls placed on the preceding Friday. Local Access Transport Area (LATA): A geographical area established by the U.S. District Court for the District of Columbia in Civil Action No. 17-49, within which a local exchange company provides communications services. LEC: Local Exchange Carrier 1

Local Toll: Calls to destinations outside the Subscriber s local calling area but within the LATA in which the call originates. Long Distance: Calls to destinations outside the LATA in which the Subscriber originates the call. Presubscribed Carrier: That carrier to whom the Subscriber s local toll and/or long distance calls are automatically routed by the LEC. Residential Service: Service provided by the Company as the Presubscribed Carrier for local toll and/or long distance. CREDO reserves the right to determine whether a customer s service qualifies as residential service. Also, determination of residential use is at the sole discretion of CREDO. Subscriber, Member or Customer: The person, firm, company or corporation, or other entity, having a communication requirement of its own, which contracts for service under the Agreement and is responsible for the payment of charges incurred by use of the service via the telephone number for which the Subscriber has chosen Working Assets dba CREDO as the Presubscribed Carrier for local toll and/or long distance calls. DESCRIPTION OF SERVICES Message Telecommunications Service (MTS): MTS is per-call interstate and international services available for use by Subscriber 24 hours a day, seven days a week. Measurement of both mileage-based usage and all flat-rated usage is done in minutes, and all fractional minutes are rounded up to the next minute unless the specific text describing the service/calling Plan states otherwise. Directory Assistance (DA): DA allows Customers to dial the area code plus 555-1212 to obtain phone numbers for end users who have their phone number publicly listed in that area code. Customers can receive up to two numbers per request to DA. Directory Assistance charges apply whether or not DA furnishes the requested telephone number(s), e.g., the requested telephone number is unlisted, non-published or no record can be found. Requests for information other than telephone numbers will be charged for as requests for telephone numbers. WHEN MORE THAN ONE LISTING IS DESIRED, THE CUSTOMER MUST STATE THAT TWO LISTINGS ARE DESIRED AT THE BEGINNING OF THE CALL WHETHER SPEAKING WITH A LIVE OPERATOR OR RESPONDING TO A RECORDED MESSAGE. Operator Services: Operator Services are Collect Person, Collect Station, Person-to-Person, Station-to-Station, Third Party Number Billed Person-to-Person, Third Party Number Billed Station-to-Station, Operator Assisted/Directory Assistance Call Completion, National Directory Assistance (NDA) Service, Problem Assisted Call, Busy Line Verification, Emergency Interruption, and Operator Assisted International Dialing. Operator Services are provided by Sprint. Information about, and rates and charges for, Operator Services are available directly from Sprint at http://www2.sprint.com/tariffs/pdf_files/file_10188.pdf LIMITATIONS The Carrier neither owns nor operates any long distance facilities but rather resells services provided by other long distance carriers. Service is offered subject to the availability of the underlying carriers facilities and the provisions of these Terms and Conditions. The Carrier reserves the right to discontinue or limit the use of service necessitated by conditions beyond its control, or when the service is being used in violation of the law or the provisions of these Terms and Conditions. No service provided under these Terms and Conditions may be transferred or assigned by the Subscriber, except with the express written consent of the Carrier. Such transfer or assignment shall apply only where there is no interruption of the use of service. Transferees or assigns shall be subject to these Terms and Conditions. The Carrier reserves the right to block traffic to or from certain, countries, cities or exchanges, or to disallow the use of certain Customer authorization codes, when such action is necessary to prevent the unlawful use of its service. Service will be restored as soon as it can be provided without undue risk, and, upon request by the affected Customer, a new authorization code will be assigned. Carrier may control fraud by refusing to accept calling card, collect calling and/or third number calls that are determined to be invalid by the Carrier or by the underlying carrier. 2

The Carrier can assign all or part of its rights or duties under this Agreement without notifying you. If the Carrier does assign its rights or duties, it has no further obligations to you. THE COMPANY WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES FOR ANY CAUSE OF ACTION FOR NEGLIGENCE, WHETHER IN CONTRACT OR TORT. CONSEQUENTIAL, INCIDENTAL, AND INDIRECT DAMAGES INCLUDE, BUT ARE NOT LIMITED TO, LOST PROFITS, LOST REVENUES, AND LOSS OF BUSINESS OPPORTUNITY, WHETHER OR NOT THE OTHER PARTY WAS AWARE OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF THESE DAMAGES. LIABILITIES OF THE CARRIER The liability of the Carrier for damages arising out of mistakes, omissions, interruptions, delays or errors or defects in the transmission occurring in the course of furnishing service, channels or other facilities and not caused by the negligence of the Subscriber, commences when you enter into the Agreement with the Company for service, and in no event exceeds an amount equivalent to the charge(s) the Carrier would assess to the Subscriber for the period of service during which such mistakes, omissions, interruptions, delays or errors or defects in transmission occur. For the purpose of computing such amount, a month is considered to have 30 days. When the facilities of other carriers are used in establishing connections to points not reached by the Carrier s contracted underlying carriers facilities, the Carrier is not liable for any act or omission of the other carrier or carriers. The Carrier will make no refund on overpayments by a Subscriber unless the claim for such overpayment together with proper evidence is submitted within two (2) years from the date of alleged overpayment. In calculating refunds, volume discounts will be adjusted based on total usage after all credits or adjustments have been applied. The company will make reasonable efforts to cure any material failure to provide services caused solely by defects in the Company s and/or its underlying carriers hardware, software or systems. Due to the interdependence among telecommunications companies, especially the dependence of CREDO on its underlying carriers, and the interrelationship with non-credo processes, equipment and systems, the Company is not responsible for failure caused by circumstances beyond its control including, but not limited to, failures caused by: (1) a local exchange carrier; (2) Customer premises equipment; (3) the Customer; or (4) underlying carriers and vendors. In addition, the Company does not ensure compatibility between CREDO services and other services used by Customer. SUBSCRIBER RESPONSIBILITIES The Subscriber is responsible for the payment of charges incurred by any use of the service via the telephone number for which the Subscriber has chosen Working Assets dba CREDO as the Presubscribed Carrier for local toll and/or long distance calls. The Subscriber is responsible for preventing the unauthorized use of such service, and for payment of charges incurred by any unauthorized use of the service. Also, the Subscriber is responsible for compliance with these Terms and Conditions. INDEMNIFICATION You indemnify and defend us, our partners, directors, officers, employees and agents from and against any claim, action, damage, liability and expense arising out of or in connection with: (1) any acts or omissions that occur in connection with the use of the services CREDO provides to you; or (2) any communications made or received using CREDO services. This indemnification extends to and includes any attorneys fees and costs incurred by us arising from any actions or claims to which this indemnification applies, or from contesting the applicability of this provision. This section survives termination of this Agreement. ESTABLISHMENT AND REESTABLISHMENT OF CREDIT 3

The Carrier reserves the right to examine the credit record and check the references of all applicants or Subscribers in connection with new, existing, or expanded service. The Carrier reserves the right to refuse service on the basis of credit history, and to refuse further service due to the late payment or non-payment by the Subscriber. BILLING Bills are due and payable within twenty days of the billing date. Bills not paid by the date specified on the invoice, as stated above, are subject to a 1.5% monthly finance charge, or the highest amount allowed by Subscriber s state. Subscriber s service may be terminated if service is not paid for by the 30th day past the billing date. Charges will be billed monthly in arrears, with the exception of the billing of fixed charges which are billed in the month in which they occur. Subscriber will be billed for all usage accrued beginning immediately on access to the service. For the purpose of computing charges, a month is considered to consist of 30 days. Bills will be sent by U.S. Mail or, upon Customer request and Carrier s concurrence, transmitted via the Internet. Bills may be paid by mail or, with Carrier concurrence, by debit origination prearranged by the Customer. All charges for services are payable only in United States currency. Payment by mail may be made by check, money order, or cashier s check. A charge of ten dollars ($10), or applicable state return check charge, whichever is less, will apply whenever a check or draft presented for payment of service is not accepted by the institution on which it is written. The Company may bill Customers on other than a monthly basis (e.g., every other month, every third month) unless a Customer requests monthly billing. In no case will the Company issue bills less frequently than once every three months. In the event of a billing dispute, all undisputed portions of the bill must be remitted by the date specified on the invoice. GOVERNMENT REQUESTS FOR CUSTOMER RECORDS We will refuse to comply with unlawful government requests for customer records or call content, and will only divulge our customers' private phone records or initiate a wiretap under court order or subpoena. CANCELLATION FOR CAUSE Where not prohibited by state tariff, the Carrier may immediately discontinue service without incurring any liability for any of the following reasons: a. Non-payment of any sum due to the Carrier for service for more than 30 days beyond the date of rendition of the bill for such services; b. A violation of any of the provisions of these Terms and Conditions; c. A violation of any law, rule, regulation or policy of any governing authority having jurisdiction over Carrier s services; d. The Carrier is prohibited from furnishing service by order of a court or other government authority having jurisdiction; e. Abandonment of premises served, which includes, but is not limited to, three consecutive billing periods in which no direct dial calls are billed on the line to be disconnected; f. Upon request of the Subscriber; g. Use of the service to injuriously affect the efficiency of the Company s personnel, plant, property, or service, including use of profane or obscene language intended to harass, frighten, or abuse Carrier s personnel; or h. Upon evidence of fraud or fraudulent use of the service, CREDO may refuse or discontinue service without notice. However, if the Subscriber makes immediate payment for the estimated amount of service, which has been fraudulently taken, CREDO shall restore service in a manner consistent with these Terms and Conditions. If a second offense is detected, the Company may refuse to reestablish service, subject to appeal by the Subscriber to the regulatory agency having jurisdiction over the service at issue. The burden of proof of such fraudulent use will be upon CREDO in case of an appeal to the Federal Communications 4

Commission. This rule shall not be interpreted as relieving the Subscriber or any other person of civil or criminal responsibility. DISCONNECTION OF SERVICE To cancel your service with CREDO you must call 800/788-0898. However, you will continue billing with CREDO until your local telephone company ceases sending your calls to CREDO. To achieve this you must: 1) choose another long distance provider by contacting the carrier of your choice; or 2) cancel your CREDO long distance service by contacting your local telephone company. RESOLUTION OF DISPUTES PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS RIGHTS THAT YOU MAY OTHERWISE HAVE. IT PROVIDES FOR RESOLUTION OF MOST DISPUTES THROUGH ARBITRATION INSTEAD OF COURT TRIALS. THIS ARBITRATION CLAUSE SHALL SURVIVE TERMINATION OF THIS AGREEMENT. NOTHING IN THIS SECTION IS INTENDED TO TAKE THE PLACE OF OR IN ANY WAY AFFECT A CUSTOMER S RIGHT TO FILE A COMPLAINT WITH THE FEDERAL COMMUNICATION COMMISSION OR THE CUSTOMER S APPLICABLE STATE PUBLIC UTILITY COMMISSION. a. Arbitration: Any dispute or claim arising out of, or relating to, this Agreement or to any product or service provided in connection with this Agreement (whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory) will be resolved by arbitration except that: (1) you may take claims to small claims court if they qualify for hearing by such a court, or (2) you or we may choose to pursue claims in court if the claims relate solely to the collection of any debts you owe to us. However, even for those claims that may be taken to court, you and we both waive any claims for punitive damages for negligence causes of action. b. Arbitration Procedures: You must first present any claim or dispute to us by contacting Customer Service to allow us an opportunity to resolve the dispute. You may request arbitration if you and the Company are still in disagreement about your claim in 60 days from the date you asserted the claim to the Company. The arbitration of any dispute or claim shall be conducted in accordance with the American Arbitration Association ( AAA ), Supplementary Procedures For Consumer-Related Disputes, as modified by this Agreement. The AAA Rules and information about arbitration and fees are available upon request from the AAA (call 800/778-7879) or online at www.adr.org. You and we agree that this Agreement evidences a transaction in interstate commerce and this arbitration provision will be interpreted and enforced in accordance with the Federal Arbitration Act and federal arbitration law. Any arbitration will take place in a mutually-agreed-upon city in the state where you reside. With the agreement of the Customer, AAA will provide a list of potential arbitrators to the parties. Each party will be allowed to strike from the list those arbitrators deemed unacceptable by the party. The AAA will choose an arbitrator from the remaining names on the list. If the Customer does not agree to this process, the parties will negotiate a process to select the Arbitrator. The Arbitrator will issue a written decision, which will include findings of fact and conclusions of law. The Arbitrator s decision is subject to review in a court of law and may be presented to the FCC or state PUC for its consideration by either of the parties. An arbitrator may not award relief in excess of, or contrary to, what this Agreement provides nor award punitive damages or any other damages for negligence aside from the prevailing party s actual damages, except that the arbitrator may award on an individual basis damages required by statute and may order injunctive or declaratory relief pursuant to an applicable consumer protection statute. The Arbitrator(s) may award the prevailing party s costs of arbitration to the prevailing party. The results and contents of any arbitration shall not be confidential unless both parties agree to make them confidential. Judgment on any arbitration award may be entered in any court having proper jurisdiction. If any portion of this arbitration clause is determined by a court to be inapplicable or invalid, then the remainder shall still be given full force and effect. c. Costs of Arbitration: All administrative fees and expenses of an arbitration will be divided equally between you and us, except that for claims of less than $5,000, you will be obligated to 5

pay $25 and we will pay all other administrative costs and fees. For claims above $5,000 and having only one arbitrator, the fee schedule of the AAA s Supplementary Procedures For Consumer Disputes will apply. Notwithstanding the previous sentences, if the Customer desires that a court reporter record the arbitration, that cost shall be borne equally by both parties. If the Customer desires that three arbitrators preside, rather than just one, the cost of the three arbitrators will be shared equally by the parties. Each party bears the expense of its own preparation and presentation of evidence at the arbitration hearing. In all arbitrations, each party will bear the expense of its own counsel, experts, witnesses and preparation and presentation of evidence at the arbitration. d. Waiver of Certain Punitive Damages Claims: By this Agreement, both you and we are waiving certain rights to initially litigate disputes in court. If for any reason this arbitration clause is deemed inapplicable or invalid, you and we both waive, to the fullest extent allowed by law, any claims to recover punitive or exemplary damages for negligence. This waiver applies to this Agreement as amended or modified. This Section survives termination of this Agreement. e. Waiver of Jury Trial; Jurisdiction: IF FOR SOME REASON THESE ARBITRATION REQUIREMENTS DO NOT APPLY, YOU AND WE EACH WAIVE, TO THE FULLEST EXTENT ALLOWED BY LAW, ANY TRIAL BY JURY. INSTEAD, A JUDGE WILL DECIDE ANY DISPUTE. NOTICES Unless required by this Agreement or applicable laws: (1) you may notify us by calling Customer Service, and (2) we may notify you by leaving a message for you on your answering machine, voice mail, or with your answering service. You may get our current address for written notice by calling Customer Service. Written notice to you is sent to your last known address in our invoicing records. Written notice is deemed delivered 3 days after deposit in the U.S. mail, postage prepaid, and properly addressed. Addresses for notice purposes may be changed by giving notice as provided in this section. CHOICE OF LAW The Agreement is governed by and construed under the laws of the state of California without regard to choice of law principles. GENERAL If either you or the Company does not enforce any right or remedy available under this Agreement, that failure is not a waiver of the right or remedy for any other breach or failure by the other party. Our waiver of any requirement in any one instance is not a general waiver of that requirement and does not amend this Agreement. If any part of this Agreement is held invalid or unenforceable, that part is interpreted consistent with applicable laws as nearly as possible to reflect the original intentions of the parties, and the rest of this Agreement remains in full force and effect. Section headings are for descriptive purposes only and are not used to interpret this Agreement. You may not assign this Agreement to any other person or entity. This Agreement makes up the entire agreement between you and us with respect to services provided hereunder and replaces prior written or spoken agreements, representations, promises and understandings between you and us, except for signed contracts. The provisions of this Agreement that are contemplated to be enforceable after the termination of this Agreement survive termination of this Agreement. This Agreement is subject to any applicable federal and state law. If there is a conflict, applicable federal or state law controls over the Agreement, and the Calling Plan controls over the Terms and Conditions. CHANGES TO AGREEMENT We may change this Agreement at any time. Changes will be placed on this site prior to the effective date of the changes. We will provide you with notice of substantive changes that affect the rates, terms, and conditions in this Agreement, which may consist of notification by bill 6

message or bill insert that a change has occurred, and that a revised copy of the Agreement may be viewed at our Web site and/or received by mail upon request. If you use our services after CREDO has provided notice of the changes, you accept the changes. For purposes of this Agreement, use includes keeping CREDO as your long distance provider by not requesting that CREDO and your local telephone company terminate CREDO service. MISCELLANEOUS The use and restoration of service shall be in accordance with the priority systems of the long distance carriers providing service to the Company. Customers whose service has been blocked for non-payment are subject to a reconnection fee of $10.00 for restoration of service. All federal, state, and local taxes and surcharges (e.g., gross receipts tax, sales tax, municipal utilities tax) are listed as separate line items and are not included in the quoted rates. This Agreement does not provide any third party with a remedy, claim, or right of reimbursement. SECTION II COMMON DOMESTIC INTERSTATE RATES All CREDO rates, including those listed below, are subject to change. DIRECTORY ASSISTANCE (Available to MTS Subscribers) If your Calling Plan does not quote a rate for Directory Assistance, the per-call charge is $1.25, unless the Calling Plan became effective on or after February 7, 2000. In that case the Directory Assistance call is rated at $1.40. A credit allowance for Directory Assistance will be provided on request if the Subscriber experiences poor transmission quality, is cut off, or receives an incorrect telephone number. WHEN MORE THAN ONE LISTING IS DESIRED, THE CUSTOMER MUST STATE THAT TWO LISTINGS ARE DESIRED AT THE BEGINNING OF THE CALL WHETHER SPEAKING WITH A LIVE OPERATOR OR WHEN RESPONDING TO A RECORDED MESSAGE. For an additional surcharge the operator will complete a directory assistance call when a calling card is used. The amount of the surcharge is available from the operator upon request. OPERATOR SERVICES Operator Services are provided by Sprint. Rates and charges for Operator Services are available directly from Sprint at http://www2.sprint.com/tariffs/pdf_pdf_files/file_10188.pdf. DISCOUNTS AND PROMOTIONS Citizenship Discounts: For residential Subscribers, calls made to political leaders who are the subjects of an action alert contained in the Subscriber s previous monthly invoice are free of charge. Two such calls per day of up to five minutes in duration can be made. Promotional Offerings: Promotional offerings of reduced rates or waiver of rates for limited periods of time may be offered by contract to selected classes of Subscribers. Telefriend Credits: Customers who refer persons to CREDO residential service may receive a one-time $10.00 credit per sign-up on their bill. Telefriend credits have no cash value and will not be reimbursed in the event of account disconnection. Promotional Credits: Promotional credits may be provided as an incentive to become a CREDO Customer and/or to try a particular service. Promotional credits have no cash value. If a Customer has not utilized all such credits prior to account disconnection, the Customer is not entitled to any compensation for the unused credits. Promotional Coupons: Customers solicited through selected marketing channels receive a promotional coupon. The per-minute rate used to calculate the credit is based upon the Calling Plan in which you enroll. The credit is applied to the next available bill. Promotional coupons have no cash value. They will not be reimbursed in the event of account disconnection prior to the complete utilization of the coupon or any credit generated by application of the coupon to the Subscriber s bill. Hearing Impaired Discount: MTS and Operator Service calls from hearing-impaired CREDO Customers using teletypewriters for residential telecommunications will receive a 10% discount. 7

This discount is in addition to any other applicable discount. Customer must provide CREDO with a medical doctor s signed statement verifying his or her impairment prior to receiving discount. Discount will be applied only to calls placed after CREDO receives a doctor s signed statement. Application of Discounts: When, but for this prohibition, two discounts would apply to the same traffic, only the greater of the two discounts will apply (See exception for mileage-based plan). INTERNATIONAL SERVICE All direct dial international rates and Discount Plans (IDP) are listed on this web site. Operatorassisted calls to specific countries are provided by Sprint and rates can be obtained directly from Sprint. Non-IDP international rates are subject to market fluctuations, and they change without notice. MISCELLANEOUS CHARGES a. Payphone Provider Surcharge: This surcharge applies to any call initiated from a payphone and billed to a CREDO Customer. The surcharge is $0.55 per call. b. FCC Universal Service Fee: This fee is applicable to all residential Customers. The fee is calculated as a percentage of the interstate and international charges of the customer s current bill. The fee is based on the percentage assessed by the Federal Communications Commission (FCC) on long distance carriers for the support of universal service. This fee will change to match any modification made by the FCC to its charge to CREDO. To obtain the current percentage, please call 800/788-0898. c. Regulatory and Other Charges Recovery Fee: This fee recovers costs incurred by CREDO to comply with government regulations. This fee is not a tax and is not an amount we are required to collect by law. The fee and the components used to calculate the fee may change from time to time. The current fee is $0.99 per month. d. In-state Connection Fees: In-state Connection Fees apply in certain states. To ascertain whether an In-state Connection Fee applies to your service and the amount of the fee call 800/788-0898 or visit www.credolongdistance.com/instatefee. 8

SECTION III AVAILABLE DOMESTIC INTERSTATE DIRECT DIAL AND CALLING PLAN RATES THESE, AND ALL OTHER SERVICES HEREIN, ARE ONLY AVAILABLE TO CREDO SUBSCRIBERS. PEAK RATE RESIDENTIAL CALLING PLANS Calling Plan rates do not apply to operator handled or directory assistance calls unless the Calling Plan description explicitly includes those types of calls. 5-Cent Evenings and Weekends-$4.95: Customers who select this Peak Rate Plan receive presubscribed direct-dial MTS service at the following rates: MONTHLY CHARGE: $4.95 USAGE CHARGES: PEAK: $0.10 per minute OFF-PEAK: $0.05 per minute Peak is 7am to 7pm Monday through Friday and off-peak is all other times. Directory Assistance: $1.40 per call. Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. Best Hours: Customers selecting this Peak Rate Plan receive direct-dial MTS service at the following rates: PEAK: $0.25 per minute OFF-PEAK: $0.10 per minute Peak is 7am to 7pm Monday through Friday and off-peak is all other times, except for California, Oregon, and Washington. For these states peak is 9am to 5pm and non-peak is all other times. Off-Peak also includes the entire 24 hours of each holiday as defined in these Terms and Conditions. Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. ONE RATE RESIDENTIAL CALLING PLANS Calling Plan rates do not apply to operator handled or directory assistance calls unless the Calling Plan description explicitly includes those types of calls. Round-The-Clock: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate: $0.15 per minute regardless of the time of day or day of week of the call. Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. 5-Cent Anywhere-$5.95: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.05 per minute Monthly Charge: $5.95 per month 9

Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. 7-Cent, Anywhere-$4.95: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: Monthly Charge: Directory Assistance: $0.07 per minute $4.95 per month $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. 10

INTERSTATE RESIDENTIAL SERVICES NO LONGER AVAILABLE TO NEW SUBSCRIBERS 11

SECTION IV THESE INTERSTATE SERVICES ARE NO LONGER AVAILBLE FOR NEW SUBSCRIPTION New subscriptions to the services listed in this Section are no longer accepted. Only existing subscribers may use these services. Should they change calling plans or cease having Working Assets dba Credo as their presubscribed carrier and subsequently return, they will not be able to subscribe to these services. 7-Cent Round-The-Clock-$4.95: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.07 per minute Monthly Charge: $4.95 per month Volume and Friendship discounts do not apply to traffic priced at these rates. The Directory Assistance charge for customers of this calling plan is $1.40 per call. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. 5-CentAnywhere $10 minimum: This plan is only available to customers, who receive the direct mail advertisement. Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.05 per minute Monthly Charge: None Directory Assistance: $1.40 per call Monthly Minimum $10.00* * Customers not incurring usage charges of at least $10 in a given month will be charged a fixed charged that when combined with actual usage charges for that month will equal $10.00. Volume and Friendship discounts do not apply to traffic priced at these rates. This Plan is only available to California residents with phone lines terminating in California. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. 7-Cent No Fee, $5 Minimum: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.07 per minute Minimum Monthly Charge: $5.00 per month Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. Unlimited Off-Peak Long Distance for CREDO Mobile Customers: Customers selecting this Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial (Off-Peak-9pm to 7am): $0.00 per minute 12

Direct Dial (Peak-7:01am to 8:59pm): $0.10 per minute Monthly Charge: $0.00 per month Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. Available only to CREDO Mobile customers. Customers not retaining CREDO Mobile service will be switched to 5-Cent Anywhere-$5.95. 200 Minute Plan: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: Monthly Charge: Directory Assistance: No per minute charge for first 200 minutes per billing period. $0.07 per minute for each minute beyond 200 minutes in the same billing period. (Both direct-dialed interstate and intrastate minutes are debited from the 200-minute allocation. The allocation cannot be applied to international minutes. Any unused minutes do not carry over to succeeding months.) $7.95 per month $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. 500 Minute Plan: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: Monthly Charge: Directory Assistance: No per minute charge for first 500 minutes per billing period. $0.05 per minute for each minute beyond 500 minutes in the same billing period. (Both direct-dialed interstate and intrastate minutes are debited from the 500-minute allocation. The allocation cannot be applied to international minutes. Any unused minutes do not carry over to succeeding months.) $19.95 per month $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. This test will end June 30, 2005 unless ended prior to that date. 10 Cents Anywhere This plan is only available to customers in winback who are contacted by Working Assets/Credo. Customers enrolling in this plan receive a direct-dial domestic MTS service at the following rates with no monthly charge: 13

Direct Dialed Calls $0.10 per minute Monthly Charge: $0.00 Monthly Minimum: $3.95 Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. 5 Cents Anywhere This plan is only available to customers in winback who are contacted by Working Assets/Credo. Customers enrolling in this plan receive a direct-dial domestic MTS service at the following rates with no monthly charge: Direct Dialed Calls $0.05 per minute Monthly Charge: $0.00 Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. 1000 Minute Plan No. 2: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: Monthly Charge: Directory Assistance: No per minute charge for first 1000 minutes per billing period. $0.05 per minute for each minute beyond 1000 minutes in the same billing period. (Both direct-dialed interstate and intrastate minutes are debited from the 1000-minute allocation. The allocation cannot be applied to international minutes. Any unused minutes do not carry over to succeeding months.) $29.95 per month $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. 10-Cents A Minute: Customers selecting this Peak Rate Plan receive direct-dial MTS service at the following rates: PEAK: $0.25 per minute OFF-PEAK: $0.10 per minute Peak is 7am to 7pm Monday through Friday and off-peak is all other times, except for California, Oregon, and Washington. For these states peak is 9am to 5pm and non-peak is all other times. Off-Peak also includes the entire 24 hours of each holiday as defined in these Terms and Conditions. Volume and Friendship discounts do not apply to traffic priced at these rates. 14

Residential Term Plan: By signing an agreement to remain with Working Assets Long Distance customers will receive direct-dial MTS service at the following rates: PEAK: $0.225 per minute OFF-PEAK: $0.09 per minute Peak is 7am to 7pm Monday through Friday and off-peak is all other times, except for California, Oregon, and Washington. For these states peak is 9am to 5pm and non-peak is all other times. Off-Peak also includes the entire 24 hours of each holiday as defined herein. Volume and Friendship discounts do not apply to traffic priced at these rates. Usage is measured in minutes and fractional minutes are rounded up before rating. The term shall begin upon receipt of a customer-executed Term Plan Agreement by Working Assets. Disconnection with liability: If the customer discontinues service prior to the expiration of the term contained in the Agreement, a termination charge will apply. The termination charge will equal 25% of the customer s average monthly charges, which is the average monthly domestic telecommunication charges billed by Working Assets during the most recent 3 months, multiplied by the number of months remaining until the expiration of the most recent 12 month commitment. If Working Assets wishes to renew the Agreement, within 90 days, but no later than 30 days, prior to the expiration of the Agreement, Working Assets will notify the customer of the upcoming expiration and that the Agreement will automatically renew unless the customer contacts Working Assets via a toll-free number. Otherwise, the Agreement will terminate on the expiration of the initial or renewal period. 15

Regional Plan: This Peak Rate Plan is only available to customers located within the Ameritech service area in the following states: Illinois Ohio Indiana Wisconsin Michigan Customers selecting this calling plan receive direct dial MTS service at the following rates: MONTHLY CHARGE: $4.50* USAGE CHARGES: PEAK: $0.15 per minute OFF-PEAK: $0.07 per minute Peak is 7am to 7pm Monday through Friday and off-peak is all other times. Off-Peak also includes the entire 24 hours of each holiday as defined herein. Volume and Friendship discounts do not apply to traffic priced at these rates. *When the usage charges (per-minute charges) for calls placed during one billing period exceed $25.00, the monthly charge will be waived for that billing period. 7-Cent Round-The-Clock No Fee: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.07 per minute Minimum Monthly Charge: $0.00 per month Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. New York 5-Cent Evenings and Weekends-$5.95: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.05 per minute Monthly Charge: $5.95 per month Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, Regulatory and Other Charges Recovery Fee, applicable taxes, and other supplemental fees are not included in rates. Customers subscribing to this calling plan may subscribe to the International Discount Plan III for a reduced monthly rate of $2.00. 16

New York Online Saver: This Peak Rate Plan is only available to customers residing within New York state. If at any time the subscriber ceases to be eligible for this plan, she/he will be switched to another calling plan. Those Working Assets customers, who reside in New York, receive bills via e- mail, and pay their bills via automatic deduction from a checking account, may receive interstate telephone service at the rates listed below: PEAK: $0.09 per minute OFF-PEAK: $0.05 per minute Peak is 12 am to 11:59 pm Monday through Friday and off-peak is all other times. Off-Peak also includes the entire 24 hours of each holiday as defined herein. Directory Assistance: $1.40 per call. Customers subscribing to this calling plan may subscribe to the International Discount Plan III for a reduced monthly rate of $2.00. Customers must comply with all three eligibility requirements to be able to choose this plan. If after enrolling in this calling plan the customer discontinues any one of the qualifying requirements, the customer is subject to removal from the plan, at which time s/he will automatically be returned to her/his previous Working Assets billing arrangement. Round-The-Clock Plus 9-Cents-$4.50: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.09 per minute Monthly Charge: $4.50 per month Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. Customers subscribing to this calling plan may subscribe to the International Discount Plan in F.C.C. No. 3 for a reduced monthly rate of $2.00. Employees of Working Assets Commercial customers may subscribe to this plan and receive a 5% discount. 17

Regional Plan: This One Rate Plan is only available to customers residing within the Ameritech service area in the following states: Arizona Colorado Idaho Iowa Minnesota Montana Nebraska New Mexico North Dakota Oregon South Dakota Utah Washington Wyoming Customers selecting this One Rate Plan receive direct dial MTS service at the following rates and monthly charge: Direct Dial: $0.10 per minute Monthly Charge: $4.50 per month Directory Assistance: $.75 per call Volume and Friendship discounts do not apply to traffic priced at these rates. *When the usage charges (per minute charges) for calls placed during one billing period exceed $25.00, the monthly charge will be waived for that billing period. Round-The-Clock Plus 5-Cent Sundays: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.05 per minute on Sunday* $0.10 per minute all other times Monthly Charge: $4.50 per month * Sunday: 12am Sunday to, but not including, 12 am Monday Volume and Friendship discounts do not apply to traffic priced at these rates. Customers subscribing to this calling plan may subscribe to the International Discount Plan in F.C.C. No. 3 for a reduced monthly rate of $2.00. Round-The-Clock Plus-$4.95: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.09 per minute Monthly Charge: $4.95 per month Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. 18

New York $13 Bill 10-Cent Round-The-Clock: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate: Direct Dial: $0.10 per minute Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. This plan is only available to those customers having average toll billings of greater than $13.00 for the previous six months and whose service is at a New York State residence. Interstate and intrastate call charges will be included in the calculation. 5-Cent Round-The-Clock Plus-$8.95: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.05 per minute Monthly Charge: $8.95 per month Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates.customers subscribing to this calling plan may subscribe to the International Discount Plan III for a reduced monthly rate of $2.00. Online Saver Those Working Assets customers who receive bills via e-mail and who pay their bills via automatic deduction from a checking account may receive interstate telephone service at the rates listed below: Direct Dial: $0.09 per minute. Monthly Charge: $1.00. Customers must comply with both eligibility requirements to be able to choose this plan. If after enrolling in the calling plan the customer discontinues any one of the qualifying requirements, the customer is subject to removal from the plan, at which time s/he will be switched to another calling plan. 10-Cent Round-The-Clock: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.10 per minute Directory Assistance: $1.40 per call Monthly Minimum $5.00 Volume and Friendship discounts do not apply to traffic priced at these rates. 500 Value Plan: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: No per minute charge for first 500 minutes per billing period. $0.10 per minute for each minute beyond 500 19

minutes in the same billing period. (Both direct-dialed interstate and intrastate minutes are debited from the 500-minute allocation. The allocation cannot be applied to international minutes. Any unused minutes do not carry over to succeeding months.) Monthly Charge: $25.00 per month Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. FCC Universal Service Fee, applicable taxes, and other supplemental fees are not included in rates. 20

7CentAnywhere $10 minimum: This plan is only available to customers, who receive the direct mail advertisement. Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.07 per minute Monthly Charge: $None Directory Assistance: $1.40 per call Monthly Minimum $10.00* * Customers not incurring usage charges of at least $10 in a given month will be charged a fixed charged that when combined with actual usage charges for that month will equal $10.00. Volume and Friendship discounts do not apply to traffic priced at these rates. Customers subscribing to this calling plan may subscribe to the International Discount Plan III for a reduced monthly rate of $2.00. Round-The-Clock Plus-$5.95: Customers selecting this One Rate Plan receive direct-dial MTS service at the following rate and monthly charge: Direct Dial: $0.07 per minute Monthly Charge: $5.95 per month Directory Assistance: $1.40 per call Volume and Friendship discounts do not apply to traffic priced at these rates. Customers subscribing to this calling plan may subscribe to the International Discount Plan III for a reduced monthly rate of $2.00. 21