Attachment 20161213105641-943.p

20161213105641-943.p

SUPPLEMENT

Supplement

2000-06-15

This document pretains to ITC-T/C-20000615-00378 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2000061500378_1380957

Categories of Servic 214 Appli. (Streanline/ line) O LIMITED/GLOBAL RESALE SER & O LIMITED/GLOBAL FACILITIES—BASED SERVIC C LIMITED/GLOBAL FACILITIES—BASED,/RESALE O INDIVIDUAL FACILITIES—BASED |SERVIC C INTERCONNECTED PEIVATE LINE RESALE SEEK @ INMARSAT AND MOBILE SATELLIT)S SERVICE C INTERNATIONAL SPECIAL PROJEC‘T O SWITCHED RESALE SERVICE & O TRANSFER OF CONTROL ASSIGNMENT OF LICENSE O PRO FORMA TRANSFER/ASSIGNMENT & SPECIAL TEMPORARY AUTHORITY 5 SUBMARINE CABLE LANDING LICENSE Description of Application:

0 FCC/MELLON JUN 1520 O‘MELVENY & MYERS LLP LOS ANGELES 555 13th Street, N.W. TYSONS CORNER CENTURY CITY Washington, D.C. 20004—1109 HONG KONG IRVINE TELEPHONE (202) 383—5300 LONDON NEWPORT BEACH FACSIMILE (202) 383—5414 SHANGHAI NEW YORK INTERNET: www.omm.com TOKYO SAN FRANCISCO June 15, 2000 j OUR FILE NUMBER f 152,137—001 Ms. Magalie Roman Salas, Esq. Secretary wRITER‘S DIRECT DIAL Federal Communications Commission 202—383—2407 International Bureau Telecommunications Division s WRITER‘S E—MAIL ADDRESS P.QO:Box 358115 khawa@omm.com Pittsburgh, PA 15251—5115 Re: Application of Choice One Communications, Inc. «_ I1US Xchange, Inc. for Authority to Transfer Control of International Authority Pursuant to Section 214 0j e Communications Act of 1934 Dear Ms. Salas: Enclosed for filing with the Commussion are an original and six (6) pies of the above— captioned application As required by the Commission‘s Rules, a check in the amount of $780.00 is enclosed. Please date—stamp the extra copy of this application and return it in the enclosed self—addressed, stamped envelope. Any questions regarding the enclosed application should be addressed to the undersigned. Very truly yours, Kemal Hawa for O‘MELVENY & MYERS LLP Enclosure ce: Kim Scovill DC1:435485.1

APPROVED BY OME 3060—0589 BEFORE PROCEEDING FEDERAL COMMUNICATIONS COMMISSION REMITTANCE ADVICE PAGE No. 1) LockBox & 358115 name asit appears on your O‘Melveny & M LLP NO. 1 555 13th Street, NW, Suite 500W A CODE Washington DC 20004—1109 area code}) CODE (if not in (202) 383—5300 IF PA t & _iE MORE THAN ONE APPLICANT, USE CONTINUATION SHEETS name as appears on your Chioce One Communications, Inc LINENO. 100 Chestnut Street, Suite 700 STATE ZIP CODE Pochester NY 14604 NUMBER (if not in (716) 246—4231 (716) 530—2734 COMPLETE SECTION C FOR EACH SERVICE, IF MORE BOXES ARE NEEDED, USE ITC—96—691 C U [tf 780.00 AYER TIN 0|9|5|1|0|6]|6)|5|9]| 7 PLICANT TIN Certify under penalty of perjury that the foregoing and supporting information (PRINT NAME) true and correct to the best of my knowledge, infomation and belief. SIGNATURE hereby authorize the FCC to charge my VISA or MASTERCARD service(e)/authorizations(s) herein described.

FEDERAL COMMUNICATIONS COMMISSION pommmonom moummstons APPROVED BY OMB 3060—0589 I REMITTANCE ADVICE (Continuation Sheet) 2 PAGE NO. __ OF __USE THIS SECTION ONLY FOR_EACH ADDITIONAL APPLICANT _.m:TION BB — ADDITIONAL APPLICANT INFORMATION 11) APPLICANT NAME(if paying by credit card, enter name exactly as it appears on your card) US Xchange, Inc. §(12) STREET ADDRESS LINE NO. 1 56 Grandville Ave, SW [K13) STREET ADDRESS LINE NO. 2 Bia) city (15) STATE (16) ZIP cope Grand Rapids MI 49503 l[17) DAYTIME TELEPHONE NUMBER (Include area code} (18) COUNTRY CODE (if not in U.S.A.) (616) 493—7000 (616) 493—7010 iE MOREBOXES ARE NEEDED, USE ADDITIONAL FCC 159—C CONTINUATION SHEETS TO List EACHSERVICE l SECTION CC — PAYMENT INFORMATION . 19A) FCC CALL SIGN/OTHER ID W. Wmm% ECC USEONLY: $ h('zsA) FCC CODE 1 (24A) FCGC CODE 2 798) FCC CALL sIGN/OTHER_ PAYMENTTyPE(PTC) (218) auaANTiTY rei pueron(rrolmecoom2de Fec use onty Is J238) FCC CopE 1 (24B) FCC CODE 2 mm m 19C) FCC CALL SIGN/OTHERID (20C) PAYMENT TYPE CODE (PTC) (21C) QUANTITY 22C) FEE DUE FOR (PTC) IN BLOCK 20C ECC USE ONLY $ f23C) FCC CODE 1 (24C) FCC CODE 2 mm mmmmomen mm rommmmmmmmmmmmmmmemmmmms rommmm 19D) FCC CALL SIGN/OTHER ID (20D) PAYMENT TYPE CODE (PTC) (21D) QUANTITY [220) FEE UE FOR (PTC) IN BLOCK 200 Ece use onty $ mume: [23D) FCC CODE 1 (24D) FCC CODE 2 (25) COMPLETE THIS BLOCK ONLY IF SECTION BB IS APPLICABLE APPLICANT TIN 0 FORM reset form l

BEFORE THE FEDERAL COMMUNICATIONS COMMISSION WASHINGTON, D.C. 20554 In the Matter of CHOICE ONE COMMUNICATIONS, INC., and File No.ITC—TC—_____ US XCHANGE, INC. Application for Authority to Transfer Control of International Authority Pursuant to Section 214 of the Communications Act of 1934. APPLICATION Choice One Communications, Inc. ("Choice One") and US Xchange Inc. ("US Xchange") (collectively, "Applicants"), by their undersigned counsel, hereby request approval, pursuant to Section 214 of the Communications Act of 1934, as amended, 47 U.S.C. 214, and Section 63.18 of the Commussion‘s rules, 47 C.F.R. § 63.18, of a transaction whereby Choice One will acquire ownership and control of US Xchange, a non—dominant carrier holding Section 214 authorization to provide international telecommunications services on a facilities—based and/or resold basis. Applicants respectfully request streamlined treatment of this Application in order to permit them to consummate the proposed transaction within 30 days from the date of this filing.

In support of this Application, Applicants submit the following information: 3. DESCRIPTION OF THE TRANSACTION Choice One and US Xchange have determined that they will realize significant economic and marketing efficiencies by establishing US Xchange as a wholly—owned subsidiary of Choice One. Accordingly, they have reached an agreement to transfer control of US Xchange to Choice One. The proposed transaction is structured as a sale of 100% of the issued and outstanding common stock of US Xchange to Choice One. Although the proposed transaction will transfer ownership and control of US Xchange to Choice One, it will not involve a change in the manner in which US Xchange provides service to its international customers. Immediately following the transaction, US Xchange will continue to provide high quality telecommunications services to its customers pursuant to its authorization granted by the Commission, with no change in the rates or terms and conditions of service currently enjoyed by its existing customers. The transfer of control, therefore, will be virtually transparent to US Xchange‘s customers in terms of the international services they receive.

18 INFORMATION REQUIRED BY SECTION 63.18 (a) Name, address, and telephone number of Applicants: .__—— Transferee: _Choite One Communications, Inc. * 100 Chestnut Street, Suite 700 Rochester, NY 14604 Telephone: (716) 246—4231 Facsimile: (716) 530—273 Transferor: US Xchange, Inc. 56 Grandville Ave SW Grand Rapids, MI 49503 Telephone: (616) 493—7000 Facsimile: (616) 493—7010 (b) Transferee: ,—Choice One is incorporated under the laws of the State of \ Delaware.« ‘ Transferor: US Xchange is incorporated under the laws of the State of Delaware. (c) Correspondence concerning this Application should be sent to: Kemal Hawa O‘Melveny & Myers LLP §§§ 13— 81— NAW. Washington, D.C. 20004—1109 Telephone: (202) 383—5300 Facsimile: (202) 383—5414 with a copy to: Kim Scovill Choice One Communications, Inc. y 100 Chestnut Street, Suite 700 * Rochester, NY 14604 Telephone: (716) 246—4231 Facsimile: (716) 530—2734 (d) Transferee: Choice One‘s wholly—owned subsidiary, Choice One International, Inc. holds Section 214 authorization. See file No. ITC—214— 19981117—00802. Transferor: US Xchange, LL.C., a wholly—owned subsidiary of US Xchange, Inc., holds Section 214 authorization granted by the Commission to provide global resale and facilities—based international telecommunications services. See file No. ITC—214—19961219—

00639 (old file # ITC—96—691) By this application, Applicants seek authority to transfer control of US Xchange, a non—dominant carrier holding international Section 214 authorization, to Choice Or _ _ urrently does not hold Section 214 authority._ y ;/ O (£) Ch dentifies the following as the only :[Qh—pe}féé:nt-of-greatcsr direct or inc y owner ~ "Smn / Morge Stanley Dean Witter Capital Partners Entities _*(Morg Stanley Capital Partners III, L.P. and related private _equity nds and Morgan Stanley Dean Witter Capital Partners IV, CLP. :; [ a related private equity fund—separate but affiliated funds) ' | ——~ 12214 snue of the Americas New rk, NY 10020 Choice One has no in locking directorates with a foreign carrier. (g) As required by Secti« 63.18(i) of the Commission‘s Rules, Choice One certifies that it is not affilia . with a foreign carrier within the meaning of Section 63.09(e) of the Cor iussion‘s Rules, as defined in Section 63.09(d) of the Commission‘s Rules. (h) Choice One certif that it ‘does not seek~ to provide international telecommunications : vices to any destination country where: (1) Choice One is foreign carrier in that country; or (2) Choice One c :rols a foreign carrier in that country; or (3) Any entity ths »wns more than 25 percent of Choice One, or that controls Choice One, ¢ trols a foreign carrier in that country. (4) Two or more :eign carriers (or parties that control foreign carriers) own, in the aggreg: more than 25 percent of Choice One and are parties to, or the beneficia s of, a contractual relation affecting the provision or marketing or : srnational basic telecommunications services in the United States. i) Not applicable. G) Not applicable. (k) Not applicable. (1) Choice One certifies that it has not agreed to accept special concessions, as defined in Section 63.14(b) of the Commission‘s Rules, directly or indirectly, from any foreign carrier, as defined in Section 63.09(d) of the Commission‘s rules, with respect to any U.S. international route where the foreign carrier possesses sufficient market power on the foreign end of the route to affect

competition adversely in the U.S. market, and will not enter into such agreements in the future. (m) Choice One certifies that no party to this application is subject to a denial of Federal benefits pursuant to Section 5301 of the Anti—Drug Abuse Act of 1988. (n) Choice One requests streamlined processing of this application pursuant to Section 63.12 of the Commission‘s Rules. This application qualifies for streamlined processing because Choice One has no foreign affiliations, has no affiliation with a dominant U.S. carrier whose international switched or private line services Choice One seeks authority to resell, and does not seek authority to provide switched basic services over private lines to a country for which the Commission has not previously authorized the provision of such services. CONCLUSION WHEREFORE, for the reasons stated herein, Choice One Communications, Inc. and US Xchange, Inc. respectfully request that the Commuission approve this Application to permit Applicants to consummate the proposed transfer of control within 14 days and grant all other relief as necessary and appropriate to effectuate the transactions described herein. Respectfully submitted, O‘MELVENY & MYERS LLP By: ,me/’//)‘%&tV( Kemal Hawa Dated: June 15, 2000 DC1:435486.1

JUN—15—2000. @8:48 CHOICE ONE 716 530 2734 P.02—02 CERTIFICATION OF APPLICANT On behalf of Choice One Communications, Inc. and in accordance with Section 1.2001— 1.2003 of the Commission‘s Rules, 47 C.F.R. § 1.2001—1.2003, I hereby certify that no party to this application is subject to a denial of Federal benefits that includes FCC benefits pursuant to Section 5301 of the Anti—Drug Abuse Act of 1998. See 21 U.S.C. § 853a. I also hereby certify that the statements in the foregoing application for approval to assign Section 214 authorization are true, complete and correct to the best of my knowledge and are made in good faith. Choice One has not agreed to accept nor shall it accept in the future any special concessions, as defined by the Commission‘s Rules, directly or indirectly from any foreign camer or administration with respect to traffic or revenue flows on any U.S. international route where the foreign carrier possess sufficient market power on the foreign end of the route to affect competition adversely in the U.S. market. CHOICE 2NE LOMMUNICATIONS INC. Name: Kn-\ Rodflar Jabv:L( rite Woeoek DRondaat~ Date: 6 / [ ‘f'/ ons TOTAL P.0G2


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Document Modified: 2019-04-24 22:51:34
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