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This Service Level Agreement (SLA) sets out the standard of service that Cable & Wireless Communications Services Limited (CWC) will provide to American Online Incorporated (AOL).

Its purpose is to: i)clarify the daily working practices for provision and maintenance ii)establish measurement points for the management of all services supplied by CWC iii)define service parameters and performance targets iv)define the actions and information that CWC will require from AOL in order to meet the agreed levels of service

It incorporates provision for:

i)regular review of current requirements and of future trends ii)regular reporting of management information iii)defined response to faults or shortfalls in the service

This document describes procedures and measurements applying generally to all service supplied to AOL by CWC.

No changes will be made to this document without the agreement of both parties. Such changes will be set out in writing and signed by the AOL UK Operations Director and the CWC Service Manager.

The review process

CWC will maintain regular contact with AOL in order to review:

i)current requirements and future trends ii)the performance of the services being provided iii)the effectiveness of this SLA

Service Level Agreement

This document will be reviewed annually, to check the accuracy of data and the validity of performance measures it provides.

Service review meeting

A service review meeting will be held monthly, to audit the levels of service being provided according to the criteria defined in this document. C&W will present a report to AOL at these meetings showing its performance against these criteria, measures taken to improve that performance and planned measures to be taken in the future.

Customer quality review

CWC will set up ongoing dialogue with AOL for continuous monitoring of customer satisfaction levels, including the completion of a Customer Satisfaction survey.

Contact numbers

Listed in this section are phone numbers to be used by AOL when contacting CWC.

Provisioning enquiries

To order new services, or to request modification to, or cancellation of, your existing services, call:

International Toll Free No - 1 800 55 1756 The Provisioning Help Desk will fax you special order forms on request, giving details of the information we need from you in order to process your order as quickly as possible.

Availability: 9.00 am to 5.00 pm, Monday to Friday, except English public holidays

Fault reporting

International Toll Free No - 1 800 55 1757 Availability: 24 hours, 7 days per week

Billing

If you do not understand the bill you have been sent by CWC, if you want to query one or more items on it, or if you want to change the type or format of your billing reports, call:

International Toll Free No - 1 800 55 1759 Availability:9.00 am to 5.00 pm, Monday to Friday, except English public holidays

Sales and account enquiries

To order non-standard services, or if you have any general account queries, call:

Mark Pepper:44 (0) 171 528 3774 Availability:9.00 am to 5.00 pm, Monday to Friday, except English public holidays

Technical Sales Support

The CWC Account Manager Mark Pepper, has an assigned technical sales support who assists both Mark Pepper and AOL. For sales and account queries, call:

Jim Burke:44 (0) 171 528 1028 Availability: 9.00 am to 5.00 pm, Monday to Friday, except English public holidays

Service management

AOL has an assigned Service Manager, who is your contact for all service-related issues; he is responsible within CWC for maintaining this SLA and ensuring its accuracy. For service-related queries, call:

Henry Garner:44 (0) 171 528 1514 Mobile: 07957 802282 Availability:9.00 am to 5.00 pm, Monday to Friday, except English public holidays

Service features

Service Definition

AOL will order and CWC will provide Circuits for the use of AOL subscribers to dial-into AOL provided Internet access using Callink Numbers allocated to AOL by CWC.

The Circuits will terminate on modems provided by CWC and located at the CWC Facilities Management Centre at Riverbank Way, Great West Road, Brentford, Middlesex TW8 9RS. The modem output will be concentrated via a switch and router onto a back haul circuit provided by CWC between the Facilities Management Centre at Brentford and Telehouse [include full Telehouse address]. At Telehouse the back haul circuit will terminate on a CWC router. The CWC router at Telehouse will also connect via a Local Area Network (LAN) interface to an UUNET router.

AOL subscribers will be able to dial the Callink Numbers to gain access to the AOL provided Internet services, incurring "local call charges". This will enable simultaneous calls to be active up to the number of Circuits provided.

The call made by an AOL subscriber will be routed to a point of interconnect between the supplier of local telephony services and the CWC Intelligent Network (IN).

The boundaries of the service provided by CWC are the point of interconnect on the IN and the LAN interface between the UUNET and CWC routers at Telehouse.

CWC will also give AOL access to its Customer Access Terminal (CAT 1)services, through the use of which AOL can receive on-line from the CWC service control centre call statistics, using an AOL computer for which appropriate software is provided by CWC.

Service Provision Lead Times

When AOL places an order with CWC, the provisioning lead time will be 60 days. CWC will confirm a date on or before which we undertake to provide service, the Agreed Delivery Date (ADD). The ADD depends on the lead time of 3rd party suppliers.

When provisioning an order CWC will take into account:

i)access arrangements during normal working hours ii)Telehouse's own Health and Safety at Work rules, if applicable

We will always do our best to give you an ADD to accommodate your needs. CWC will notify AOL that the service is available on the ADD.

Should AOL need to delay an installation, they should give at least 10 days notice of the delay.

Installation

CWC will for the exclusive provision of the service to AOL install, commission and operate at the CWC Facilities Management Centre at Brentford:

(i)an Ascend MAX4060 modems, or other compatible Ascend modems, (ii)a Cisco Catalyst switch, (iii)a Cisco 7204 router.

An E3 circuit will be provided between Brentford and Telehouse connected to a CWC router of the same type as specified in item (ii) above.

The number of modems and Circuits to be provided at any one time will be 60 over the number that C&W is contracted to provide to AOL. As the Max 4060 is constructed in units of 60 modems this implies one MAX4060 unit full operational over and above the CWC obligation to AOL. This is to ensure that in the event of failure of a MAX4060 the service provided to AOL is unaffected. During fault free operation the additional 60 modems and Circuits will be available for use by AOL, nevertheless they do not form part of the contracted service.

The inputs to the Ascend MAX4060 units will be two E1s, each carrying 30 Circuits, from the CWC IN. The Ascend MAX4060 unit outputs will connect to the Catalyst switch using a base T Ethernet interface operating at a speed of ten million bits per second. The Cisco router at Brentford will connect to the Catalyst switch using a base T Ethernet interface operating at a speed of one hundred million bits per second. The LAN interface between the UUNET and CWC routers at Telehouse will be FDDI.

During the operation of the service CWC will upgrade the configuration by providing additional modems and Circuits. It will also upgrade the switch and router configurations at Brentford to meet the required throughput.

As the number of Circuits increase there may be a requirement to also upgrade the back haul circuit capacity and the router at Telehouse. CWC will notify AOL of this requirement. It is up to AOL to sanction such an upgrade. Any additional costs and charges for the upgrade of the back haul circuit or the Telehouse router will be recharged to AOL.

C&W will provide a monthly report describing the current utilisation levels on the Catalyst Switch, the Routers and the backhaul circuit(s), forecasting when maximum utilisation levels will be reached and describing plans for upgrades.

C&W will provide a list of IP addresses for the AOL Access servers, to be issued as an attachment to this SLA. C&W will re- issue this list with the new IP addresses one week before new Access servers are installed.

Service operations and maintenance

Fully equipped spares, 2 for the MAX4060 unit and one for every other unit, will be held at Brentford. A fully equipped spare router will be held at Telehouse.

[ To be confirmed following technical analysis] This router is to be "hot- swappable" so that should the main router fail, the spare router can be operational within minutes.

The Navis Network Management system of Ascend will be installed at Brentford with two active stations. This will be used by Network Management personnel available 24 hours a day, 7 days a week to monitor, manage and maintain the complete network. Other equipment which will enable the required pro- active and rapid re- active management will also be installed and used as necessary.

First line maintenance will be performed by shift engineers at Brentford and Telehouse on a 24 hour, 7 day a week basis. [Please provide a committed time to site by Telehouse staff] Second line maintenance will be provided by Ascend for the MAX4060 units and by Siemens Network Services (SNS) for the rest. As part of the Ascend 2nd line maintenance, Ascend will provide replacements for faulty units within 24 hours of being notified.

Note:with this arrangement, the additional 60 active modems and 2 spare units, three MAX4060 units may suffer hardware failure within 24 hours without affecting the service. The SNS second level support will involve remote maintenance and where necessary a site visit by an SNS engineer to fix hardware faults on site, within 4 hours of being notified of such faults. With full spares held on site 2 units must fail within 4 hours of each other for the service to be affected.

Second line maintenance for all equipment will include software upgrades, which will be carried out by Network Management personnel at Brentford. Software upgrades in all cases can take place without interruption to the services.

Planned Outages

Planned outages may occasionally be necessary for CWC to carry out essential maintenance, network upgrades, together with software or hardware upgrades. They will be kept to a minimum.

Except in an emergency, or when circumstances are beyond our control, we will give AOL at least 14 days' notice of any planned work which will affect the availability of service. Notice of less than 14 days will be accompanied with an explanation. CWC will try to minimise any disruption. Arrangements depend on the nature of the outage, as follows:

If the break in service will affect AOL only, for example:- software upgrades of the dedicated AOL installation, we will agree a time and date for carrying out the work. CWC will give notice of planned outages to the named contact(s) within AOL, as detailed in above. If you wish to change these arrangements, please contact your Service Manager, Henry Garner, and ask for the contact list to be amended.

Maintenance Window

AOL's preferred maintenance window is between 2:00 a.m and 6:00 a.m. - Monday - Saturday, No Sunday works covered. C&W will endeavour, where possible, to schedule outages during AOL's preferred maintenance window.

Fault Management

Fault Management will be managed by the CWC Telecommunications Facilities Management Centre at Brentford, London.

Fault reporting

To diagnose and resolve any suspected faults rapidly and effectively, CWC requires certain information from AOL when the problem is first reported. This will normally include:

a)symptoms of the problem b)details of any tests carried out by AOL in attempting to localise the problem

Response to calls

When AOL reports a problem to the number given above, CWC's targets are:

i)to answer at least 90% of calls within 15 seconds ii)to respond to AOL with an initial update within an average time of 30 minutes and, when possible, an estimate of how long it will take to resolve the problem

Reference numbers

When AOL reports a fault, the Customer Service Adviser will give the caller a Service Request Number. AOL must quote this number in subsequent communications, for example:

a)requesting a progress report b)calling back to say that the fault has been cleared c)making a claim under any service reliability guarantee.

Time to fix

CWC's target is to rectify all network and switch faults within 4 hours of issuing a Service Request Number.

If a fault cannot be rectified within 4 hours or an estimated time to fix of less than four hours cannot be given after one hour, and is seriously affecting AOL's ability to deliver service to their customers, the calls may be diverted to a number within the UK provided by AOL and only at the specific request of AOL. The AOL Operations Director or in their absence the AOL Inc International Operations Director, are the only AOL staff authorised to make a decision to divert calls.

Progress reports

During resolution of a fault, CWC will contact AOL with a progress update at intervals of 2 hours, unless agreed otherwise when the fault is reported. Updates will continue at this interval until the fault has been resolved, unless an alternative update schedule is agreed, or unless the process is put on hold because, for example:

a)CWC cannot gain access to a site; or b)AOL instructs CWC to suspend the process; or c) AOL fails to provide necessary information requested by CWC.

The process will only be put on hold with AOL's agreement, and for a limited length of time to be agreed by AOL and CWC. During business hours this is not to exceed four hours.

Outside of business hours this is not to extend further than the start of the next working day.

AOL can request additional updates at any time, by telephoning the CWC Fault Reporting number given above.

Confirmation of fault clearance

CWC will telephone AOL as soon as possible, and not more than one hour, after notification from engineering staff that service has been restored.

If AOL telephones CWC to report that the fault has disappeared or been traced to non-CWC equipment, we will cancel our action.

Faults not involving CWC services or equipment

If the fault cannot be traced to CWC's circuits or equipment, and appears to be a problem with equipment for which CWC is not responsible, CWC will update AOL on the tests that have been carried out and an explanation of how the fault was traced. CWC will co- operate with other AOL suppliers to resolve such an issue.

Closure of fault records

Suspected faults reported by AOL will be closed only by agreement with the person within AOL who originally reported the fault, or with a representative nominated by that person.

Faults caused by UUNET/Worldcom

If an alarm which affects service is detected on UUNET's service, CWC will contact UUNET. For example:

omains power failure without standby power odisconnection of on-site equipment

Then CWC will ask UUNET to give an estimated time of clearance. This will allow CWC to ensure that alarms have been cleared and circuits have recovered when power is restored. Whenever possible, UUNET should give CWC advance notice of any event, for example, building work necessitating disconnection of power which will disrupt service.

If tests carried out by CWC or indications show that a problem exists at the demarcation point of the CWC fibre connection to the UUNET router, CWC will inform AOL and if required will work with UUNET to help resolve the fault.

Faults caused by Telehouse

If a fault is detected on equipment housed by Telehouse CWC will contact Telehouse Operations to physically check the equipment for any suspected problems with power or facility problems.

Escalation Procedure

If CWC cannot resolve a fault within the time we have estimated, we will escalate the fault internally with a view to allocating extra resources to it.

Faults will be classified as critical or non critical by either AOL or C&W in accordance with the criteria and procedures defined in this Section.

Any one of the bullet items below constitute a critical fault:

i)50% or more of modems are unavailable ii)Circuit between CWC site to Telehouse (or other UUNET node) is down iii)Any Cisco Router is down iv)Cisco Catalyst switch is down v)any failure or interruption of the service during peak hours (7:00pm until 12:00pm)

Fault Notification

All faults will be notified to AOLUKRST by telephone during call centre hours.

Outside call centre hours, all faults will be notified to: AOL IOC in the US (24 x 7 operation) Outside call centre hours non critical faults will be notified by E-Mail to uk_netnotify@listserv.aol.com and voice mail left for AOLUKRST.

Critical faults outside call centre hours will be notified to:

i) AOL INOC in the US (24 x 7 operation) ii)the Network co-ordinator or RST supervisor by mobile telephone, ii)if the above cannot be reached contact the UK Technical Support Manager, iii) if the above cannot be contacted contact the Head of Network Operations

Escalation initiated by CWC

The fault escalation process for CWC will be initiated if:

a)there is a delay in identifying or locating the fault; or b)there is a delay in assigning technical staff to the fault, due to unavailability or other factors; or c)the fault has a significant and specific impact on the services provided to AOL (network-wide faults will be escalated, if necessary, at the network level).

Escalation initiated by AOL

When an interruption in service is having a serious impact on AOL's operation, and it is felt that a higher-level escalation may expedite resolution, AOL may at any time (24 hours a day) request immediate escalation. The procedure is as follows:

1A representative of AOL phones the Fault reporting number above, quotes the Service Request number issued at the time the fault was reported, and requests escalation.

2The escalation request is taken by the CWC FM Centre Service Analysts, and a 30 minute milestone is agreed and entered into CWC's computer system. CWC will provide AOL with a progress report within 30 minutes of agreeing to the escalation request and thereafter at agreed intervals.

3The Service Analysts will decide on the best course of action for obtaining additional information and allocating the extra resources necessary for rectifying the fault.

4The Service Analyst will:

i)assume the role of Owner of the fault, as defined in the Assure process ii)advise AOL's Service Manager, Henry Garner, of the situation. If the fault is likely to have a serious impact on AOL's business, the Service Manager will inform the Customer Director Nick Jeffery. iii)provide a point of contact for AOL if Henry Garner is not currently available iv)ensure that AOL is updated at the agreed intervals v)brief out of hours staff on the status of the escalation vi)provide input into any reports given by Henry Garner to AOL

Service Parameters and Performance Targets

All parameters and targets shall be reviewed quarterly and may be changed to allow for continuous improvement in the service quality. An improvement in an indicator target shall be deemed reasonable (as a minimum) where targets have been met in the previous quarter, and the target is worse than either the AOL or AOL UK network average.

Parameters

a)Availability: The target service availability will be 99.5%. b)Accepted Call Rates:More than 99.5% of calls from AOL users shall be delivered from C&W point of interconnect to the AOL Circuits. c)Transmission Delays: The round trip delay between the Modem and the Telehouse router will be lees than: (i)80 milliseconds for a 128 byte packet, (ii)320 milliseconds for a1024 byte packet. d)Successful Transmission of Packets:The average number of packets successfully transmitted shall be greater than 98%. e) Call Failure Rates: The percentage of calls failing across the C&W modems shall be less than 4% on average over each monthly period. f) Abnormal disconnects: The percentage of calls showing an abnormal disconnect shall be less than 14.5% on average over each monthly period. g) Access Speed: The speed of access for calls from V34 modems shall be above 32.5 Kbps on average over each monthly period. No more than 10% of such calls shall connect at 28.8Kbps or less. h) Telephony failures: The percentage of calls receiving a busy signal or Ring no answer shall be more than 2% less than the industry average.

C&W will provide a monthly report describing the service parameters over the previous month. The report will highlight areas where targets were not met, or where performance was worse than average. It will identify the reasons for the targets not being met; describe the steps taken to improve performance and propose measures to be taken in future. Targets will be reviewed at quarterly intervals to allow for continuous improvement Other parameters may be added to the above, as agreed by AOL & C&W.

Availability Calculation

Availability will be calculated on a calendar month basis by keeping a record of fault periods and the impact of the fault on the service.

Fault periods commence when CWC is notified of a service fault by AOL and finishes when the fault is rectified to the satisfaction of AOL.

The impact of the fault on the service is the number of circuits below the contracted level during the fault period. These are used to calculate the % service availability during that fault period.

The weighted sum of all fault periods during the month are used to calculate the overall monthly % availability of service.

Over the calendar month a record is kept of time periods T(1) to T(n), in hours, during which the number of available circuits is less than the contracted number of circuits. See NOTE at the end for determining period T(k).

Unavailability of Service US(k) during time period k in the relevant months is defined as: US(k) = (contracted number of circuits for the month - number of available circuits during period k) / (contracted number of circuits for the month).

The average service unavailability for the month is:

Average Service Unavailability for Month = [ T(1) x US(1)+T(2) x US(2)+ +T(n) x US(n) ] / [ Number of days in the Month x 24 ] then. - Service Availabilty = Percentage service availability = [ 1 - Average Service Unavailability for Month ] x 100%

Note:A period T(k) starts when C&W is notified of a service fault or problem by AOL and finished when the fault or problem is rectified to the satisfaction of AOL. The value of T(k) is the difference between start and finish times. If during a fault or problem partial rectification of service is achieved this will result in multiple, consecutive, time period during which the number of available circuits varies but is still less than the contracted number of circuits.

Service Benchmarking

AOL, as a matter of course, carries out benchmarking of services in the US and Europe. If in an AOL benchmark of all its service providers, including CWC, indicates that CWC performance is 3% below the average of all providers, AOL will bring this to the attention of CWC who will be required to use reasonable endeavours to remedy this and to provide services to at least the average. In such circumstances AOL will provide CWC with access to all the measurements, data and analysis that led to the performance measurements.

Provider shall meet or exceed the AOL network average in the following areas:

1.Connection Success (getting connected to the AOL service) A.Call Blocking B.Training C.Ineffectives D.Customer Reported Problems 2.Connection Quality (staying connected) A.Percentage of Abnormal Disconnects B.Packet Loss C.Latency 3.Problem Resolution A.Modem Availability B.Trouble Tickets C.Service Down Time 6Billing

Any non-published tariffs for services provided by CWC to AOL are given in the contract under which the service is provided.

Customer specific tariffs are offered to AOL. For details of tariffs contact your CWC Account Manager - Mark Pepper.

AOL's contact number for billing queries is contained above.

At the time of logging a billing query from AOL, CWC will give a target time for resolution of the query within 1 working day of receiving the query. This will depend on its complexity.

Management information

The range, coverage and frequency of management reports to be delivered by CWC to AOL will be agreed, and reviewed as necessary, in consultation with the Service Manager, Henry Garner. All information shall also be provided in CSV or other format suitable for importing into applications such as Microsoft Excel.

C&W shall notify Seamus Scanlan of AOL UK and Alex Procopis of AOL US of any changes to reporting format prior to production of reports.

AOL shall provide relevant AOL host reports to C&W on a daily basis.

CWC will deliver on an hourly basis, CAT statistics.

[A full description of the CAT statistics service to be inserted here, including specifics related to customisation for AOL - such as the call divert issue]

Faults with the CAT terminal shall be regarded as network and switch faults and be subject to the same time to fix targets.

Daily Reports

In addition to reports, AOL will be provided with read only access to SNMP data on CWC devices involved in providing this service.

Report 1 - Modem utilisation This will include a summary of utilisation for each virtual node, which will show: Number of modems available that day Absolute peak count of modems in use Total number of calls Total session hours Hours at the peak rate Hours above 95% utilisation Hours above 75% utilisation Hours above 50% utilisation Average modem utilisation Time at which peak utilisation occurred For each virtual node, and for each one hour time slot: Absolute Maximum peak utilisation Number of call starts Number of call ends Number of call fails As well as the current detailed report

Report 2 - Call Rate Detail Report and Report 3 - Disconnect code Report This will include a summary of call failures for each virtual node, which will show: Number of valid calls: Total & by type (AOL P3/ AOL PPP) Call durations: Total duration of all calls , maximum call duration, average call duration Total & by type (AOL P3/ AOL PPP) Kilobytes transmitted & received: Total, maximum and average for each. Total & by type (AOL P3/ AOL PPP) Link bits per second rates as percentage of total calls, for initial receive, initial send, Final receive, final send (steps up from <9600) Number of calls requesting and granted 1, 2, 3 etc.. retrains as an absolute number and percentage of total Number of calls using different modulation types (eg V34bis, V32 Terbo etc..) as an absolute number and percentage of total Number of calls using different Error control types (eg V42) as an absolute number and percentage of total Number of calls using different compression types (eg V42bis) as an absolute number and percentage of total Disconnect Reasons as an absolute number and percentage of total Failed to connect reasons as an absolute number and percentage of total

Report 4 - Back-haul Bandwidth Utilisation Graph as provided by C&W currently on a weekly basis Daily report showing 5 minute usage levels, peak in each period, and average over the period. Packet loss between Telehouse Router and Brentford Router: 5 minute values - absolute numbers & %ge of total Round trip delay between Telehouse Router and Brentford Router 5 minute values - peak and average for the period for both sizes of packet. Round trip delay between Brentford Router and AOL host - as fro Telehouse router. Summary line showing peak mean utilisation (highest 5 min period) and absolute peak utilisation and times of each; Number of instances packet loss> 2%, peak packet loss & time of peak, mean packet loss, 95th percentile level packet loss for the 24 hour period; Number of periods where round trip delay exceeded thresholds, peak round trip delay & time of peak, mean delay, 95th percentile level delay for the 24 hour period - both packet sizes & destinations.

Report 5 - Monthly Reports Service Availability; Service Parameters (as described iabove) Router, Catalyst Switch and Back- haul utilisation (as described above)

Report 6 - Ad- hoc report: Major fault post- mortem Following a major outage (as defined at the time by agreement between AOL and C&W), C&W shall prepare a post- mortem report describing: What the fault was What caused the fault What the fix was What has been done to prevent future occurrences of this fault What has been done to improve management of such faults in future

Complaints procedure

A complaint will be raised if AOL expresses dissatisfaction with CWC or the service CWC Provides.

General faults and billing queries will not be raised as complaints. However, the manner in which a fault has been handled, or a query unanswered after a long period, may be raised as a complaint.

A single complaint which involves several service issues, taking different lengths of time to resolve, will still be counted as one complaint. It will not be deemed to have been resolved until each individual issue has been fully investigated.

Who to complain to

Although any member of CWC staff will accept a complaint, we recommend that AOL raise all complaints with the CWC Customised Management Centre (CMC) - refer above for contact numbers.

CWC's response

When a complaint is raised by AOL, CWC will issue a Complaint Reference Number. CWC will formally acknowledge the complaint by letter or telephone within two working days of receiving it, quoting the Complaint Reference Number. Mark Pepper and Henry Garner will be informed of the complaint.

CWC aims to resolve any complaint from AOL within 10 working days.

Escalation of complaints

Any complaint not resolved after 10 working days will be escalated to the relevant department's Customer Director.

Authority to close complaints

Complaints will be closed when all possible actions have been taken by CWC, and agreement reached with AOL that issues have been, as far as possible, satisfactorily investigated and resolved. CWC will confirm resolution either verbally or in writing with AOL before closure of the complaint.