Attachment Pro Forma Applicatio

This document pretains to ITC-ASG-20100816-00337 for Assignment on a International Telecommunications filing.

IBFS_ITCASG2010081600337_835047

BIN G H A M Jean L. Kiddoo Brett P. Ferenchak Tel: (202) 373—6000 jean.kiddoo@bingham.com brett. ferenchak@bingham.com August 16, 2010 VIA IBFS Marlene H. Dortch, Secretary Office of the Secretary Federal Communications Commission 445 12th Street, S.W. Room TW—A325 Washington, DC 20554 Attn: International Bureau Re: Notification of the Pro Forma Assignment of the International Section 214 Authorizations of Norlight Telecommunications, Inc. to Norlight, Inc. (IB File Nos. ITC—214—19960826—00406 (Old File No. ITC—96—481), ITC—214—19960826—00407 (Old File No. ITC—97—478), and ITC—214—19940224—00080 (Old File No. ITC—94—179)) Dear Ms. Dortch: Norlight Telecommunications, Inc. ("NTI") and Norlight, Inc. ("Norlight") (together, the "Parties"), by their undersigned counsel and pursuant to 47 C.F.R. § 63.03(d)(2), notify the Commission of the pro forma intracompany assignment of the international Section 214 authorizations of NTI to Norlight, which was completed on August 31, 2007. The pro forma assignment was undertaken shortly after the Parties‘ direct parent company, Q— Comm Corporation ("Q—Comm*), acquired NTI.‘ As part of the integration of NTI into the Q—Comm corporate family, Q—Comm determined that international voice services of Boston Hartford the Q—Comm operating subsidiaries would be provided by Norlight, and that NTI would Hong Kong focus primarily on providing intrastate and interstate high speed data services to London enterprise customers. The Parties file this notification in order to formally effectuate the Los Angeles pro forma assignment of NTI‘s international Section 214 authorizations to Norlight and New York emphasize that this intracorporate proforma assignment did not change the ultimate Orange County ownership or control of the Parties. San Francisco Santa Monica Silicon Valley Tokyo Washington * See IB File No. ITC—T/C:20061204—00545. Q—Comm completed the acquisition of NTI on February 26, 2007. Bingham McCutchen LLP 2020 K Street NW Washington, DC 20006—1806 1 +1.202.373.6000 [ +1.202.373.6001 bingham.com

Marlene H. Dortch, Secretary August 16, 2010 Page 2 Description of the Parties Q—Comm Corporation is a privately held Nevada corporation with an executive office at 8829 Bond Street, Overland Park, Kansas 66214. Q—Comm provides telecommunications services through wholly—owned operating subsidiaries, including NTI and Norlight. Q— Comm and its operating subsidiaries have an executive office at 8829 Bond Street, Overland Park, KS 66214 and have an operations office at 3701 Communications Way, Evansville, IN 47715. NTI primarily provides high—speed data services to large enterprise customers and school districts. NTI also provides certain private transport services to carrier customers, including certain of its affiliates. Norlight provides a wide range of voice, data, and managed services to small and medium—sized businesses and residential customers in Indiana, Kentucky, Tennessee and Wisconsin. Description of the Pro Forma Assignment As described above, following Q—Comm‘s acquisition of NTI in 2007, Q—Comm undertook a review of the services offered by its various operating subsidiaries. As part of that review, Q—Comm determined that international services would be provided by Norlight. As a result, NTI assigned its international Section 214 authorizations to Norlight on August 31, 2007. It has recently come to the Parties‘ attention that they never formally completed that proforma assignment by filing the required notification pursuant to the Commission‘s proforma assignment procedures. This filing is intended to rectify that omission and therefore to complete the pro forma assignment. Information Required by Section 63.24(f)(2) As required by Section 63.24(f)(2), the Parties provides the following information required by 63.18(a) through (d) and (h): Section 63.18(a): Name, address and telephone number of the Parties: Norlight Telecommunications, Inc. FRN 0002704682 Norlight, Inc. FRN 0007345754 8829 Bond St. Overland Park, KS 66214 913—754—3339 (Tel) Section 63.18(b): The Parties are organized as follows: NTI is a Wisconsin corporation. Norlight is a Kentucky corporation. Bingham McCutchen LLP bingham.com

Marlene H. Dortch, Secretary August 16, 2010 Page 3 Section 63.18(c);: Correspondence concerning this filing should be sent to the Parties counsel: Jean L. Kiddoo Brett P. Ferenchak Bingham McCutchen LLP 2020 K Street, NW., Suite 1100 Washington, DC 20006—1806 (202) 373—6000 (Tel) (202) 373—6001 (Fax) jean.kiddoo@bingham.com brett.ferenchak@bingham.com with a copy to: John Chuang Corporate Counsel Q—Comm Corporation 8829 Bond St. Overland Park, KS 66214 913—754—3339 (Tel) 812—759—1647 (Fax) john.chuang@qservicesco.com Section 63.18(d): The Parties hold the following International and Domestic Section 214 Authorizations: NTI is authorized to provide (1) global facilities—based services pursuant to international Section 214 authorization granted in IB File No. ITC—214— 19960826—00406 (Old File No. ITC—96—481); (2) global resale services pursuant to international Section 214 authorization granted in B File No. ITC—214— 19960826—00407 (Old—File No. ITC—97—478); and (3) facilities—based private line, point—to—point or point—to—multipoint voice and data services between the United State and Canada pursuant to international Section 214 authorization granted in IB File No. ITC—214—19940224—00080 (Old File No. ITC—94—179)." . NTI is authorized to provide interstate service by virtue of blanket domestic Section 214 authorization pursuant to 47 C.F.R. § 64.01. 2 These international Section 214 authorizations were granted in the name of Norlight, Inc., which name was subsequently changed to Norlight Telecommunications, Inc. Bingham McCutchen LLP bingham.com

Marlene H. Dortch, Secretary August 16, 2010 Page 4 Norlight does not formally hold international Section 214 authorization, but is seeking to have the international Section 214 authorizations of NTI listed above formally assigned to it. Norlight is authorized to provide interstate service by virtue of blanket domestic Section 214 authorization pursuant to 47 C.F.R. § 64.01. Sections 63.18(h): Please see Attachment A for the ownership information of the Parties. The Parties certify that the intracorporate assignment of the international Section 214 authorization of NTI to Norlight was proforma in nature and that, together with all previous proforma transactions, did not result in a change in the actual controlling party of the Parties. This notification letter is being filed electronically via MyIBFS. Please direct any questions to the undersigned. Respectfully submitted, Jean L. Kiddoo Brett P. Ferenchak Counsel for Norlight Telecommunications, Inc. and Norlight, Inc. Attachment Bingham McCutchen LLP bingham.com

ATTACHMENT A Ownership The following entities hold, directly or indirectly a 10% or greater interest‘ in the Parties as calculated pursuant to the Commission ownership attribution rules for international telecommunications carriers: 1) The following entity holds a ten percent (10%) or greater direct interest in Norlight Telecommunications, Inc. and Norlight, Inc.: Name: Q—Comm Corporation ("Q—Comm*") Address: 8829 Bond St. Overland Park, KS 66214 Citizenship: U.S. Interest Held: 100% (directly held in NTI and Norlight) Principal Business: Holding Company 2) The following entity currently holds a ten percent (10%) or greater direct interest in Q—Comm: Name: Al Cinelli Address: 1300 Gulf Blvd South Padre Island, TX 78957 Citizenship: U.S. % Interest: 50.51% (directly in Q—Comm) Principal Business: Individual Name: John Cinelli Address: 9910 Oglesby Dr. Evansville, IN 47720 % Interest: 11.66% (directly in Q—Comm) Citizenship: U.S. Principal Business: Individual I Unless otherwise indicated, the ownership interests provided herein represent both equity and voting interests.

ATTACHMENT A Page 2 Name: Duke Communications Holdings, Inc. ("Duke Holdings") Address: 526 South Church St. Charlotte, NC 28202—1904 % Interest: 32.59% (directly in Q—Comm) Citizenship: U.S. Principal Business: Holding Company Name: Cinergy Investments, Inc. ("CII") Address: 139 East 4th St. Cincinnati, OH 45201 Ownership Interest: 32.59% (indirectly in Q—Comm through Duke Holdings) Citizenship: U.S. Principal Business: Holding Company Name: Cinergy Corp. ("Cinergy") Address: 139 East 4th St. Cincinnati, OH 45201 Ownership Interest: 32.59% (indirectly in Q—Comm through CII) Citizenship: U.S. Principal Business: Energy Name: Duke Energy Corporation ("Duke Energy") Address: 526 South Church St. Charlotte, NC 28202—1904 Ownership Interest: 32.59% (indirectly in Q—Comm through Cinergy) Citizenship: U.S. Principal Business: Energy Duke Energy is a widely held ‘public corporation and, to the Parties‘ knowledge, no shareholder of Duke Energy Corporation has a 10% or greater interest in Q— Comm (calculated using the FCC‘s attribution rules). In addition and to the Parties‘ knowledge, Duke Energy does not hold a 10% direct or interest in any entity holding a domestic or international Section 214 authorization except for Duke Energy‘s subsidiary DukeNet Communications, Inc. (FRN 0007736853). None ofthe Parties have interlocking directorates with a foreign carrier.

VERIFICATION I, John Chuang, am Corporate Counsel of Q Services Company, a subsidiary of Q—Comm Corporation ("Q—Comm*") and affiliate of Kentucky Data Link, Inc. ("KDL"), Norlight Telecommunications, Inc. ("NTTI") and Norlight, Inc. ("Norlight") (Q—Comm, KDL, NTI and Norlight collectively, the "Company"). I am authorized to represent Q—Comm, KDL, NTI and Norlight to make this verification on their behalf. The statements in the foregoing document relating to the Company and their affiliates are true and correct to the best of my knowledge and belief. I declare under penalty of perjury that the foregoing is true and correct. Dated this /_é day of August, 2010. VM okn Chuang fl orporate Counsel Q Services Company FCC Al73464270.2


Document Created: 2010-08-16 13:29:03
Document Modified: 2010-08-16 13:29:03
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