TPG Telecom Limited

COMMENT submitted by Department of Homeland Security

Petition to Adopt Conditions to Authorizations

2010-01-28

This document pretains to SCL-T/C-20091230-00041 for Transfer of Control on a Submarine Cable Landing filing.

IBFS_SCLTC2009123000041_798542

Before the FEDERAL COMMUNICATIONS COMMISSION Washington, D.C. 20554 In the Matter of vevecvevvsvvvvzcvzci PIPE Networks Limited, Transferor, File No. SCL—T/C—20091230—00041 TPG Telecom Limited, Transferee, PPC 1 Limited and PPC 1 (US) Inc., Licensees Application for Consent to Transfer Control of a Private Fiber—Optic Cable System Connecting Australia and Guam, The PPC 1 System PETITION TO ADOPT CONDITIONS TO AUTHORIZATIONS AND LICENSES The Department of Homeland Security ("DHS") with concurrence from the Department of Justice ("DOJ") and Department of Defense ("DOD") (collectively, "the Agencies") submit this Petition to Adopt Conditions to Authorizations and Licenses ("Petition"), pursuant to Section 1.41 of the Federal Communications Commission ("Commission") rules.‘ Through this Petition, the Agencies advise the Commission that they have no objection to the Commission approving the authority sought in the above—referenced proceeding, provided that the Commission conditionsits approval on the commitments set forth in the January 28, 2010 letter, which is attached hereto. PIPE Networks Limited and TPG Telecom Limited (the "Applicants") understand the commitments made by PPC 1 Limited and PPC 1 (US), Inc. (the "Licensees") in the National Security Agreement executed between the Licensees and DHS on September 4, 2008 ("NSA") and reaffirm that the Licensees will continue to abide by those commitments following the consummation of the Proposed Transaction. ‘47 CFR§141.

In the above—referenced proceeding, the Applicants petitioned the Commission for authority under the Cable Landing License Act, 47 U.S.C. §§ 34—39, Section 1.767 of the Commission‘s rules, 47 C.F.R. § 1.767, and Executive Order 10530to transfer control of the cable landing license for the PPC 1 undersea cable system ("PPC 1 System"). The Commission has long recognized that law enforcement, national security, and public safety concerns are part of its public interest analysis, and has accorded deference to the views of other U.S. government agencies with expertise in those areas. See In the Matter of Comsat Corporation d/b/a Comsat Mobile Communications, etc., 16 FCC Red. 21,661, 21707 4 94 (2001). After discussions with representatives of the Applicants in connection with the above— referenced proceeding, the Agencies have concluded thatthe additional commitments set forth in the Agreement will help ensure that the Agencies and other entities with responsibility for enforcing the law, protecting the national security, and preserving public safety can proceed appropriately to satisfy those responsibilities. Accordingly, the Agencies advise the Commission that they have no objection to the Commission granting the application in the above—referenced proceeding, provided that the Commission conditions its consent on continued compliance by the Licensees with the NSA. The Agencies are authorized to state that the Applicants do not object to the grant ofthis Petition. * Exec. Ord. No. 10530 § 5(a) (May 10, 1954), reprinted as amended in 3 U.S.C. § 301.

Security 3801 Nebraska Avenue, N.W. Washington, DC 20528 January 28, 2010

28 January 2010 BY ELECTRONIC MAIL/FILING . Mr. David Heyman Assistant Secretary for Policy Department of Homeland Security Washington, D.C. 20528 ip—fec@dhs.gov Ms. Marlene H. Dortch Secretary Federal Communications Commission 445 12th Street, S.W. Washington, D.C. 20554 Re: Application for Consentto Transfer Control ofthe PPC 1 Undersea Cable System, FCC File No. SCL—T/C—20091230—00041 Dear Mr. Heyman and Ms. Dortch: Inthe above—referenced application, PIPE Networks Limited (*PIPE") and TPG Telecom Limited ("TPG Telecom") have sought consent from the Federa! Communications Commission ("FCC") to transfer control of PPC 1 Limited and PPC 1 (US) Inc. ("Licensees,"together with PIPE and TPG Telecom, "Applicants") and their jointly—held cable landing license forthe PPC 1 undersca cable system from PIPE to TPG Telecom in connection with TPG Telecom‘s acquisition of all of the outstanding shares of PIPE (the "Proposed Transaction"). In a letter dated November20, 2009,counsel for the Licensees had previously notified the Department of Homeland Security ("DHS") ofthe Proposed Transaction, pursuant to Section 4.2 ofthe agreement by and between the Licensees and DHS executed on September 4, 2008 to address nationalsecurity, law enforcement, and public safety concerns in connection with the original grantof a cable landing license for the PPC 1 system by the Commission (the "Security Agreement?). Subject to receipt of all necessary U.S. and Australian regulatory approvals by no later than early March 2010, the Applicants expect to consummate the Proposed Transaction at the end of March 2010. Thereafter, PIPE and the Licensees will continue to operate as wholly— owned subsidiaries of TPG Telecom.

Department of Homeland Security Federal Communications Commission 28 January 2010 Page 2 Pursuant to Sections 4.9 and 5.2 of the Security Agreement, the Licensees hereby notify DHS of their commitment to continue to abideby the termsof the existing Security Agreement and reaffirm that they will remain parties to the Security Agreement upon consummation ofthe Proposed Transaction, The Licensees also affirm that they will continue to hold jointly the cable landing license for the PPC 1 undersea cable system unless and until they obtain FCC consentfor any future substantial assignment or transferof control beyond the Proposed Transaction. TPG Telecom understands the commitments made by the Licenseesin the Security Agreement and reaffitms that the Licensees will continue to abide by those commitments following the consummation of the Proposed Transaction. The Applicants understand that the Licensees® compliance with the Security Agreement will remain a condition of the PPC 1 cable landing license. The Applicants therefore request that the PCC condition consent to the transferofcontrol of the PPC 1 cable landing license upon the Licensees® continued compliance with the Security Agreement. Respectfully submitted, #Z Rtror 4. Tony Moffat Peter Burrows General Counsel Legal Counsel TPG TeLECOM Limttep PIPE Networks LiMiTED 65 Waterloo Road PPC 1 LitED North Ryde, NSW 2113 PPC 1 (US) Inc. Australia Level 17, PIPE Networks House +61 2 9850 0800 tel 127 CreekStreet Brisbane QLD 4000 Australia +61 73233 9827 tel Attachment cc: Kemba Walden (DHS) David Krech (FCC/IB)

Department of Homeland Security Federal Communications Commission 26 January 2010 Page 2 Pursuant to Sections 4.9 and 5.2 of the Security Agreement, the Licensees hereby notify DHS of their commitment to continue to abide by the terms ofthe existing Security Agreement and reaffirm that they will remain parties to the Security Agreement upon consummation of the Proposed Transaction. The Licensees alsoaffirm that they will continue to hold jointly the cable landing license for the PPC 1 undersea cable system unless and until they obtain FCC consentfor any future substantial assignmentor transfer ofcontrol beyond the Proposed Transaction. TPG Telecom understands the commitments made by the Licenseesin the Security Agreement and reaffirms that the Licensees will continue to abide by those commitments following the consummation of the Proposed Transaction. The Applicants understand that the Licensees‘ compliance with the Security Agreement will remain a condition of the PPC 1 cable landing license. The Applicants therefore request that the FCC condition consent to the transfer ofcontrol of the PPC 1 cable landing license upon the Licensees® continued compliance with the Security Agreement. Respectfully submitted, k Tony Moffatt Peter Burrows General Counsel Legal Counsel TPG TeuEcoM LimiTED PIPE Networks LimitED 65 Waterloo Road PPC 1 LimttEp North Ryde, NSW 2113 PPC 1 (US) Inc. Australia Level 17, PIPE Networks House +61 2 9850 0800 tel 127 Creek Street Brisbane QLD 4000 Australia +61 7 3233 9827 tel Attachment ce: Kemba Walden (DHS) David Krech (FCC/IB)


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Document Modified: 2019-04-14 22:48:00
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