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Home My WebLink About20061107Application.pdfactus In tema ti on al lit W:~ f) 9: 32 ~~ N~ 211 8. MaIn 81., Moscow, ID 8384j - ' ,, (:; tldL\G " Phone: (208) 883-5500 Fax: (208) 883-3618 UT\~g.f~~U cO\vlMISS1Or'~ November 6 2006 L. 8-(- 06- Jean Jewell Commission Secretary Idaho Public Utilities Commission 472 West Washington Boise, ID 83720 Dear Ms. Jewell: Enclosed is our application to become a CLEC in the State of Idaho, along with our income statement and balance sheet for 2005 and 2006 through October 31 , a copy of our adoption into the Northwest Telephone, Inc. interconnection agreement with Verizon Northwest, Inc. and a copy of our price list in PDF format on the enclosed CD. The Price List is taken from the Model Tariff on the IPUC's web site and lists only those services we are ready to provide at this time. ~~relY' / / L..... - " C. Anthony Jill Vice President RECEIVEDCactus InternatIonal , 1"~.1 AM 9:32 211 8. Main 81., Moscow, ID 83843 IDAHO F'UUUG Phone: (208) 883-5500 Fax: (208) 883-3618 UTILItIES COMMISSIOh November 6, 2006 APPLICATION FOR CERTIFICATION I. Proposed Services Cactus International, Inc. started as Cactus Computer Co. in 1982 and relocated to Idaho in 1984. At that time our business was selling computers and supplies retail to the public, businesses and institutions across the US and in some foreign countries. 1990 we incorporated in the State of Idaho as Cactus International, Inc. In 1995 we recognized that the Internet would become a driving factor in computer use and sales, so we established our own Internet service which now provides nationwide dial-up service and local broadband service over DSL, Tl , fiber and high-speed wireless. In 2004 we concluded that circuit switched phone service would not be viable in the long term and that these broadband pathways we had built to our customers would eventually become the voice pathways of the future. As our business evolves, we expect that providing voice service will become an integral part of that evolution. Initially, we plan to provide phone service to customer s equipment that is collocated at our facility. An example would be providing Direct Inward Dialed phone lines to Internet Service Providers wanting to establish a Point of Presence. This is an area we are knowledgeable in, it is low risk and there is a good demand. our expertise grows, we plan to provide Voice over IP services but we are not ready to do so at this time. The collocation center will be at a facility we currently own in Moscow, ID, and we will be a facilities based provider. We already have fiber between our location and Verizon s Central Office in Moscow, ID. II. Form of Business Cactus International, Inc. was incorporated in the State of Idaho in 1990 with its principal business address at 211 S. Main St, Moscow, ill 83843. The registered agent is Monica L. Ray, at the same address. The Articles of Incorporation, attached, were drawn up in such a way as to allow Cactus International, Inc. to engage in "any other lawful business or activity which may be advantageously carried on or conducted" List of Stockholders: Name & Address Shares Owned Percentage Voting Control Monica L. Ray 2129 Henry Ct. Moscow, ID 83843 5000 50%88.89% William A. Rotter PO Box " Tonasket, W A 98855 250 4.44% William F. Ray, 835 Hathaway Moscow, ill 83843 200 56% Ronald E. Ray 8038 E. Lehigh Dr Denver, CO 80237 100 1.0%1.78% Eva L. Gonzalez 1155 SE Professional Mall Blvd #421 Pullman, W A 99163 55%98% Selenie A. Grinolds 4311 Bromell Ave. Broomfield, CO 80020. 20%0.36% List of Directors: Monica L. Ray, 2129 Henry Ct., Moscow, ID 83843, Chairman Craig A. Ray, 2129 Henry Ct., Moscow, ID 83843 William A. Rotter, PO Box ", Tonasket, W A 98855 Eva L. Gonzalez, 1155 SE ProfessiolJ.al Mail Blvd #421 , Pullman, W A 99163 William F. Ray, 835 Hathaway, Moscow, ID 83843 List of Officers: Monica L. Ray, 2129 Henry Ct., Moscow, ID 83843, President and Treasurer Craig A. Ray, 2129 Henry Ct., Moscow, ID 83843 , Vice President and Secretary Other: Cactus International, Inc. has no ownership or management interest in any other organization and has no subsidiaries. III. Telecommunication Service Construction is completed in Moscow, ID, the equipment is installed, and we anticipate providing service beginning January 1 2007. The initial service will be provided to businesses seeking collocation services and Direct Inward Dialed lines. Collocation services will consist of shared rack space, power, channelized or PRI phone trunk lines, and connection to the Internet or private lines as required. Note: We expect businesses to be increasingly interested in collocation ofVoIP PBX systems where calls are forwarded as VoIP to their employees at one or more locations (distributed call centers). Collocation could provide significant savings over site location. While not part of our initial service offering, we expect this to follow within a year. The third phase will be to provide VoIP services to the general public but that is more than a year way. IV. Service Territory Initially our service area within Idaho will be in Moscow, ID and coincide with that ofVerizon Northwest, Inc s Moscow, ID market area. The principal stockholder, Monica L. Ray, owns the property at which Cactus International, Inc. is located, 211 S. Main St., Moscow, ID, free and clear. The tandem switching equipment to provide all services is also owned, free and clear, and is installed at the 211 S. Main St. location. An OC-12 runs between 211 S. Main St. and the Verizon Central Office and has been in operation for five years. This fiber will provide the interconnection path between Verizon and Cactus (Verizon has already agreed to this and will bring up a DS3 on November 10, 2006 for this purpose). Cactus' operation will be entirely facilities based; Cactus does not plan at this time to resell Verizon services. Note: VoIP services do not have a defined "Service Territory" as they are largely interstate services in nature; stating who they will compete with cannot be accurately listed. But in terms of the location of our equipment, the above description is accurate. IVa. Map of Service Territory to n.,,"" ii, ."."/ ',:, ":i ::::":(" ,'i'ii ,?i,ii, , /::': ",' ,: ::::' :' :,' ,'"/' " Xi , , """:::, ". ,':'~ ';~?:y::", "), '; , i " , , , ' .,,:i i .8 ~. : . i 'J' ,i.. I:: , " :'/ f'ii. /' "' '," ",.,,.:':::~., ./ ,' , /i(, /,i,: r:\t c. ~i, . " ii L;i! :""':' :ii,.: ' I.iioi. ::' .1,.;.I" ' V:' :'::~~ . V. Financial Information Attached. VI. "Illustrative" Tariff Filing Attached. VII. Customer contacts Public contacts for inquiries and complaints: Monica L. Ray monica~turbonet.com Eva L. Gonzalez (loriwork~turbonet.com) 211 S. Main St. Moscow, ID 83843 208-883-5500 (local) 800-310-5554 (toll-free) Commission staff's contact: Craig A. Ray tony~turbonet.com 211 S. Main St. Moscow, ID 83843 208-883-5500 800-310-5554 VIII. Interconnection Agreement Cactus International, Inc. adopted the terms of the Interconnection Agreement between Northwest Telephone, Inc and Verizon Northwest, Inc. Verizon filed the adoption agreement with the Commission in 2005. A copy of the adoption agreement is attached. IX. Compliance with Commission Rules Cactus International, Inc. has reviewed the Commission rules and agrees to comply with them. Cactus may at a future date request waiver of rules it believes to be inapplicable. X. Escrow Account or Security Bond No advanced deposits will be required of customers. ~:::::/. J':2 Craig A. Ray Vice President Cactus International, Inc. Income & Retained Earnings Tuesday October 31, 2006 Revenue:Sales............................843,741 $843,741 124,685 316,956 15,085 147,410 Less: Early Payment Discounts.... Net Sales........................... Beginning Inventory.............. Plus: Purchases.................. Plus: Trades Payable............. Less: Prepaid Merchandise........ Less: Current Inventory.......... Less: Cost of Goods Sold.........$309,316 729Plus: Other Income............... GROSS REVENUE....................... Expenses: Advertising.....................17,104 928 171 110 611 -98 51,766 192,812 20,390 198,765 058 Depreciation.................... Bankcard........................ Freight......................... Insurance....................... Interest........................ Long '& Short.................... Miscellaneous................... Phone & Utility................. Rent & Lease.................... Salary & Wage................... Supplies........................ OPERATING EXPENSES................. Earnings: 536,154 508,621 27,532 Cactus International, Inc. Balance Sheet Tuesday October 31, 2006 Assets: Cash......................... Cash Reserve Account. . . . . . . . . . Inventory..................... Prepaid Merchandise. . . . . . . . . . . Prepaid Expenses.............. Accounts Receivable........... Loans to Stockholders Equipment at Customer Premises Installments Receivable....... Equipment & Fixtures.......... Less: Depreciation......... TOTAL ASSETS.................. Liabilities: Trades Payable................ Sales Tax..................... Notes Payable: Short Term................. Long Term.................. Other Payables................ TOTAL LIABILITIES............. Stockholders' Equity: Contributed Capital: Capital Stock.............. Paid-in Surplus............ Ret. Earnings - Appropriated.. Ret. Earnings - Unappropriated TOTAL EQUITY.................. LIABILITIES + EQUITY............. -6,703 147 410 -4,298 26,486 8, 346 872 20,620 523,013 -314,671 15,085 643 82,762 199 140,625 30,232 107,997 27,532 409,078 102,691 306,386 409,078 $ 1,119,703 $1,119,703 147,767 389,593 16,828 162,742 $391,446 242 Cactus International, Inc. Income & Retained Earnings Saturday December 31, 2005 Revenue: Sales. . . . . . . . . . . . . . . . . . . . . . . . . . . . Less: Early Payment Discounts.... Net Sales........................... Beginning Inventory.............. Plus: Purchases.................. Plus: Trades Payable............. Less: Prepaid Merchandise. . . .... . Less: Current Inventory.......... Less: Cost of Goods Sold......... Plus: Other Income............... GROSS REVENUE....................... Expenses: Advertising.....................23,409 656 064 11,063 5, 926 194 72,585 304,400 34,890 237,469 894 Depreciation.................... Bankcard........................ Freight......................... Insurance....................... Interest........................ Long & Short.................... Miscellaneous................... Phone & Utility................. Rent & Lease.................... Salary & Wage................... Supplies........................ OPERATING EXPENSES................. Earnings: 733,498 706,554 26,943 Cactus International, Inc. Balance Sheet Saturday December 31, 2005 Assets: Cash........ . ................. Cash Reserve Account.......... Inventory..................... Prepaid Merchandise.. . . . . . . . . . Prepaid Expenses.............. Accounts Receivable........... Loans to Stockholders Equipment at Customer Premises Installments Receivable....... Equipment & Fixtures.......... Less: Depreciation......... TOTAL ASSETS.................. Liabilities: Trades Payable................ Sales Tax..................... Notes Payable: Short Term................. Long Term.................. Other Payables................ TOTAL LIABILITIES............. Stockholders' Equity: Contributed Capital: Capital Stock.............. Paid-in Surplus............ Ret. Earnings - Appropriated.. Ret. Earnings - Unappropriated TOTAL EQUITY.................. LIABILITIES + EQUITY............. 202 162,742 -1,853 44,414 -5,078 702 25,154 439,636 -314,671 16,828 793 37,389 311 140,625 14,949 119,410 26,943 363,250 61,323 301,927 363,250 ~IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII!IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII!IIIII!II!IIIIIIIII!IIIIIIIIIIIIIIIIIIIIIIIIIIIIIII!!IIIIIIIIIIIIIIIIIIIIIIIII!III!IIIIIIIII!IIIIIIIIIIIIIIIIIIIIIIIIIIIIIII~ ----- CERTIFICATE OF INCORPORATION CACTUS INTERNATIONAL, INC. , PETE T. CENARRUSA , Secretary of State of the State of Idaho , hereby certify that 'duplicate originals of Articles of Incorporation for the incorporation of the above named corporation, duly signed pursuant to the provisions of the Idaho Business Corporation Act, have :been received in this office and are found to conform to law. ACCORDINGL Y and by virtue of the authority vested in me by law, I issue this Certificate of Incorporation and attach hereto a duplicate original of the Articles of Incorporation. Dated: March 12, 1990 SECRETARY OF STATE by: 0;;, C~_L')tU.")tJt1r Jf,J ~(lr)/:Wt1 j ~IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII!IIIIIIIIIIIIIIIII!IIIIIIIIIIIIIIIIIIIIIIIIIIII!IIIIIIIIIIIIIIII!III!IIIIIIIIIIIII!IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII!IIIIIIIIIIIII!IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII~ CIP 185 ~/Ptrr ARTICLES OF INCORPORATION i1 ! C ; : :;" SEe ,; " \T~ CACTUS INTERNATIONAL, INC.90 rll1G 12 fJ1l10 2t.t KNOW ALL MEN BY THESE PRESENTS: That I, the undersigned , a natural person and citizen of the United States of America at the age of twenty-one years and upwards, desiring to form a corporation under the laws of the State of Idaho , do hereby adopt these Articles of Incorporation and execute the same in triplicate: ARTICLE 1. The name of this corporation is CACTUS INTERNATIONAL, INC. ARTI CLE I I . The duration of this corporation shall be perpetual. ARTICLE III. The location and post office address of the registered office of this corporation in the State of Idaho is 211 s. Main, Moscow , Idaho 83843; and the name of the registered agent of the corporation at that address is MONICA L. RAY. ARTI CLE IV. This corporation is authorized to issue one class shares of capital stock which shall be common stock. The total number of shares of capital stock this corporation shall be authorized to issue is 1000. The par value of each of the shares of capital stock shall be $250.00. The aggregate par value of the shares of the ARTICLES OF INCORPORATION corporatioB shall be $250 000.00. The stock of the corporation shall be non-assessable. ARTICLE V. The purposes , objects and powers of this corporation are as follows: To engage, generally, in the business of computer sales and service. , in general , carry on and conduct any other lawful business or activity which may be advantageously carried on and conducted with , or incidental to , any and all of the businesses, matters and things aforesaid. To do each and every thing incidental or related to the objects and purposes herein set forth. To lease , purchase , or otherwise secure , acquire , own, hold , manage , improve , use, operate, sell , assign, transfer rent , lease, convey and otherwise deal with and in real and personal property of every kind , type and description. To enter into, execute, perform and carry out contracts of every kind for any lawful purpose , the doing of which is incidental , ancillary, pertaining, related , necessary or proper to or connected with any or all of the obj ects, purposes and kinds of business in this article mentioned. To lend and advance money or give credit to such persons and on such terms as may seem expedient, and to give guaranty and become security for persons; but nothing herein ARTICLES OF INCORPORATION contained shall be construed to give such corporation banking powers. To borrow money without limitation as to the amount for any purpose or purposes of the corporation, whether secured or unsecured , and from time to time , make , accept, endorse execute , and issue bonds, debentures, promissory notes bills of exchange or other obligations of the corporation for moneys borrowed or in payment of property acquired or for any of the other objects or purposes of the corporation or its business , and to secure the payment of such obliga tions by mortgage , pledge , deed , indenture , agreement trust deed , or by other lien upon, assignment of, or agreements in regard to , all or any part of the property, rights , or pledges of the corporation wheresoever situated, whether now owned or hereafter to be acquired. To do all and everything necessary, sui table or proper for the accomplishment of any of the purposes or the attainment of any of the object or the furtherance of any of the powers hereinabove set forth , either alone or in association with other corporations , firms or individuals and to do every other act or acts , thing or things, incidental , ancillary, related, pertaining, necessary or proper to or connected with any or all of the obj ects or purposes in this article mentioned or in any part or parts thereof , provided that the same shall not be inconsistent wi th the laws and statutes of the State of Idaho or of any state wherein this corporation shall engage in business. ARTICLES OF INCORPORATION To engage in business and to exercise its obj ects, purposes and powers within and without the State of Idaho. The purposes specified in this article shall be construed both as purposes and powers and shall be in no wise limited or restricted by reference to , or inference from , the terms of any other paragraph or clause in this or any other article, but the purposes and powers specified in each of the paragraphs and clauses herein shall be regarded as independent purposes and powers , and the enumerations of specific purposes and powers shall not be construed to limit or restrict in any manner the meaning or general terms and purposes of the general powers of the corporation; nor shall the expression of one thing be deemed to exclude another although it be in like nature. That the enumeration of purposes and powers herein set forth are not intended to and shall not in any manner limit or restrict the general powers of this corporation under the law~ and statutes of the State of Idaho or any other state or states wherein this corporation shall engage in business. The word "person " used in this article shall include a partnership, association and/or corporation; and the word person" used in this article shall include partnerships associations and/or corporations. ARTI CLE VI. This corporation shall have the power and authority to buy or otherwise acquire its own stock and to hold the same ARTICLES OF INCORPORATION dS treasury stock and to sell or otherwise dispose of the same. ARTI CLE VI I . The name a~d post office address of the incorporator of this corporation, and the number of shares subscribed by her, is as follows: Name ofIncorporator:Post Office Address: Number of Shares Subscr ibed: MONICA L. RAY 835 Hathaway Moscow , Idaho 83843 ARTICLE VIII That the person whose name and address appears as incorporator in Article VII above is the initial director named by the incorporator of this corporation to serve until the first election of directors of this corporation. have hereunto set my hand this , 1990. STATE OF IDAHO ss. County of Latah On thi s # 7'/7 day of , 1990 , before me the undersigned , a Notary Public in and for said state personally appeared MONICA L. RAY, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledge4 to me that she executed the same. ARTICLES OF INCORPORATION IN WITNESS WHEREOF, I have hereunto set my hand and notarial seal the date last above written. ;r?~ ~ NOTARY PUBLIC n and for the State of Idaho , residing in Latah County. My commission expires: /-Z7-~~ ARTICLES OF INCORPORATION tate of Ida CERTIFICATE OF AMENDMENT CACTUS INTERNATIONAL, INc. , PETE T. CENARRUSA, Secretary of State of the State of Idaho, hereby certify that duplicate originals of Articles of Amendment to the Articles of Incorporation of CACTUS INTERNATIONAL, INc. duly signed and verified pursuant to the provisions of the Idaho Business Corporation Act, have been received in this office and are found to conform to law. ACCORDINGLY and by virtue of the authority vested in me by law, I issue this Certificate of Amendment to the Articles of Incorporation and attach hereto a duplicate original of the Articles of Amendment. September 24, 1993 (ff1 SECRETARY OF STA v" ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATI d~G6ir'y t L: SEC. OF STATE CACTUS INTERNATIO~~L $Ef~~' A~ 8 Pursuant to ~ 30-61 of the Idaho Code for the State of Idaho, the undersigned corporation adopts the following Articles of Amendment to its Articles of Incorporation dated the 5th day of March , 1990. The name of the corporation is CACTUS INTERNATIONAL, INC. The following amendments to the Articles of Incorporation were adopted by the shareholders of the corporation on the 18th day of June , 1993: ARTICLE IV This corporation is authorized to issue one class shares of capital stock which shall be common stock. The total number of shares of capital stock this corporation shall be authorized to issue is 10,000. The par value of each of the shares of capital stock shall be $25.00. The aggregate par value of shares of the corporation shall be $250,000.00. The stock of the corporation shall be non-assessable. III Said amendment as set forth in Article II above does not effect a change in the amount of stated capital. The number of shares of the corporation outstanding is 553.5 shares, and the number of shares entitled to vote on the Articles of Amendment is 553.5 shares. The number of shares which voted for said amendments as set forth in Article II above was 553.5 shares. Executed by the undersigned corporation in duplicate at Moscow , Idaho, on the 18th day of June, 1993. ARTICLES OF AMENDMENT 'ltf .::. resident CACTUS INTERNATIONAL, INC. (!~ Secretary VERIFICATION STATE OF IDAHO ss. County of Latah MONICA L. RAY, being first duly sworn on oath , deposes and says: That she is the President of CACTUS INTERNATIONAL, INC.; that she has read the foregoing Articles of Amendment, knows the contents hereof, and that the facts herein stated are true to the best of her knowledge, information and beLief. SUBSCRIBED AND SWORN to before me this day of ~ClAq.W ~, 1993. 4/)~ Notary pi lic in and for the State of Idaho, residing at Moscow , Idaho. My Commission expires Jl-:;J-/ 7 1---'?J /)"1 ~"'-. ARTICLES OF AMENDMENT 1111111111111111111111111111111111111111111111111111I11111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111IIIIIIIIIIIIIIII!IIIIIIIIIIII!IIIIII!!IIIIIIIIIIII!IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII , PETE T. CEN A R R USA, Secretary of State of the State of Idaho, hereby certify that I am the custodian of the corporation and limited partnership records of this State, I FURTHER CERTIFY That the annexed is a full, true and complete transcript of articles of incorporation, including all amendments thereto, of CACTUS INTERNATIONAL , INC., an Idaho corporation , received and filed in this office on the 12th day of March , 1990 as appears of record in this office as of this date. Dated: A P r il l 9 , 1990 SECRETARY OF STATE by: \~O fuu, IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII!IIIIIIIIIIII!IIIII!II!IIIIIIIII!II!IIIIIIIIIIII!IIIIIIIIIIIIIIII!!IIIIIIIIIIIII!IIIIIIIIIIIIIIIIIIIIIIII!IIIIIIIIIIII!IIIIIIIIIIIIIII!!IIIIIIIIIIIIIIIIIIIIIIIIIII1111111111111111111111111111111111m:. CCC 583 Jeffrey A. Masoner Vice President Interconnection Services Policy & Planning veriZ2D Wholesale Markets 1310 N Court House Rdth fI, RM 9E104 Arlington, VA 22201 Tel. 703974-4610 Fax 703 974-0314 jeffrey. a. masoner~verizon. com July 26, 2005 C. Anthony Ray VP Network Operations Cactus International, Inc. 211 S. Main Street Moscow, ID 83843 Re:Requested Adoption Under Section 252(i) of the T A96 Dear Mr. Ray: Verizon Northwest Inc. ("Verizon ) , a Washington corporation, with principal place of business at 1800 41st Street, Everett, WA 98201 , has received your letter stating that, under Section 252(i) of the Telecommunications Act of 1996 (the "Act"), Cactus International, Inc. ("CII"), a Idaho corporation , with principal place of business at 211 S. Main Street, Moscow, ID 83843 wishes to adopt the terms of the Interconnection Agreement between Northwest Telephone, Inc. Northwest Telephone ) and Verizon that was approved by the Idaho Public Utilities Commission (the "Commission ) as an effective agreement in the State of Idaho, as such agreement exists on the date hereof (including any effective and approved amendments thereto) after giving effect to operation of law (the Terms ). I understand CII has a copy of the Terms. Please note the following with respect to Cil's adoption of the Terms. By Cil's countersignature on this letter, CII hereby represents and agrees to the following six points: CIlID MFN 032905.doc CII adopts (and agrees to be bound by) the Terms of the Northwest TelephoneNerizon agreement for interconnection as it is in effect on the date hereof after giving effect to operation of law, and in applying the Terms, agrees that CII shall be substituted in place of Northwest Telephone, Inc. and Northwest Telephone in the Terms wherever appropriate. For avoidance of doubt, adoption of the Terms does not include adoption of any provision imposing an unbundling obligation on Verizon that no longer applies to Verizon under the Report and Order and Order on Remand (FCC 03-36) released by the Federal Communications Commission ("FCC") on August 21 , 2003 in CC Docket Nos. 01-338, 96-, 98-147 ("Triennial Review Order ), the Order on Remand in WC Docket No. 04-313 and CC Docket No. 01-338, released by the FCC on February 4 2005 (the "TRO Remand Order ), or that is otherwise not required by both 47 C. Section 251 (c)(3) and 47 C.R. Part 51. Notice to CII and Verizon as may be required under the Terms shall be provided as follows: To Cactus International , Inc. Attention: C. Anthony Ray VP Network Operations 211 S. Main Street Moscow, ID 83843 Telephone Number: (208) 883-5500 Facsimile Number: (208) 883-3618 Internet Address: tony~turbonet.com To Verizon: Director-Contract Performance & Administration Verizon Wholesale Markets 600 Hidden Ridge HOEWMNOTICES Irving, TX 75038 Telephone Number: (972) 718-5988 Facsimile Number: (972) 719-1519 Internet Address: wmnotices~verizon.com with a copy to: Vice President and Associate General Counsel Verizon Wholesale Markets CIlID MFN 032905.DOC 1515 N. Court House Road Suite 500 Arlington , VA 22201 Facsimile: (703) 351-3664 CII represents and warrants that it is a certified provider of local telecommunications service in the State of Idaho , and that its adoption of the Terms will cover services in the State of Idaho only. In the event an interconnection agreement between Verizon and CII is currently in effect in the State of Idaho (the "OriginaIICA"), this adoption shall be an amendment and restatement of the operating terms and conditions of the OriginallCA, and shall replace in their entirety the terms of the OriginallCA. This adoption is not intended to be, nor shall it be construed to create, a novation or accord and satisfaction with respect to the OriginallCA. Any outstanding payment obligations of the parties that were incurred but not fully performed under the Original ICA shall constitute payment obligations of the parties under this adoption. Verizon s standard pricing schedule for interconnection agreements in the State of Idaho (as such schedule may be amended from time to time) (attached as Appendix A hereto) shall apply to CII' adoption of the Terms. CII should note that the aforementioned pricing schedule may contain rates for certain services the terms for which are not included in the Terms or that are otherwise not part of this adoption , and may include phrases or wording not identical to those utilized in the Terms. In an effort to expedite the adoption process, Verizon has not deleted such rates from the pricing schedule or attempted to customize the wording in the pricing schedule to match the Terms. However, the inclusion of such rates in no way obligates Verizon to provide the subject services and in no way waives Verizon s rights , and the use of slightly different wording or phrasing in the pricing schedule does not alter the obligations and rights set forth in the Terms. CII's adoption of the Northwest Telephone Terms shall become effective on July 15, 2005. Verizon shall file this adoption letter with the Commission promptly upon receipt of an original of this letter countersigned by CII as to the points set out in Paragraph One hereof. The term and termination provisions of the Northwest TelephoneNerizon agreement shall govern CII's adoption of the Terms. The adoption of the Terms is currently scheduled to expire on February 8, 2006. As the Terms are being adopted by you pursuant to your statutory rights under section 252(i), Verizon does not provide the Terms to you as either CillO MFN 032905,OOC a voluntary or negotiated agreement. The filing and performance by Verizon of the Terms does not in any way constitute a waiver by Verizon of any position as to the Terms or a portion thereof, nor does it constitute a waiver by Verizon of all rights and remedies it may have to seek review of the Terms, or to seek review in any way of any provisions included in these Terms as a result of CII's 252(i) election. Nothing herein shall be construed as or is intended to be a concession or admission by Verizon that any provision in the Terms complies with the rights and duties imposed by the Act, the decisions of the FCC and the Commission, the decisions of the courts , or other law, and Verizon expressly reserves its full right to assert and pursue claims arising from or related to the Terms. Verizon reserves the right to deny CII's application of the Terms, in whole or in part, at any time: when the costs of providing the Terms to CII are greater than the costs of providing them to Northwest Telephone; if the provision of the Terms to CII is not technically feasible; and/or to the extent that Verizon otherwise is not required to make the Terms available to CII under applicable law. For avoidance of doubt, please note that adoption of the Terms will not result in reciprocal compensation payments for Internet traffic. Verizon has always taken the position that reciprocal compensation was not due to be paid for Internet traffic under section 251 (b)(5) of the Act. Verizon position that reciprocal compensation is not to be paid for Internet traffic was confirmed by the FCC in the Order on Remand and Report and Order adopted on April 18, 2001 FCC Internet Order"), which held that Internet traffic constitutes "information access" outside the scope of the reciprocal compensation obligations set forth in section 251 (b)(5) of the Act. Accordingly, any compensation to be paid for Internet traffic will be handled pursuant to the terms of the FCC Internet Order not pursuant to adoption of the Terms.2 Moreover , in light of the FCC Internet Order even if the Terms include provisions invoking an intercarrier compensation mechanism for Internet traffic, any reasonable amount of time permitted 1 Order on Remand and Report and Order, In the Matters of: Implementation of the Local Competition Provisions in the Telecommunications Act of 1996 and Intercarrier Compensation for ISP-Bound Traffic, CC Docket No. 99-68 (reI. April 27, 2001) ("FCC Remand Order" 1\44, remanded, WortdCom, Inc. v. FCC, No, 01-1218 (D.C. Cir. May 3, 2002). Although the D.C. Circuit remanded the FCC Remand Order to permit the FCC to clarify its reasoning, it left the order in place as ~overning federal law. See WortdCom, Inc. v. FCC, No. 01-1218, slip op. at 5 (D.C, Cir. May 3 2002). For your convenience, an industry letter distributed by Verizon explaining its plans to implement the FCC Internet Order can be viewed at Verizon s Customer Support Website at URL www,verizon.com/wise (select Verizon East Customer Support, Business Resources, Customer Documentation, Resources, Industry Letters, CLEC, May 21 , 2001 Order on Remand), CIlID MFN 032905,DOC for adopting such provisions has expired under the FCC's rules implementing section 252(i) of the Act.3 In fact, the FCC Internet Order made clear that carriers may not adopt provisions of an existing interconnection agreement to the extent that such provisions provide compensation for Internet traffic. Should CII attempt to apply the Terms in a manner that conflicts with Paragraph Three through Paragraph Six above, Verizon reserves its rights to seek appropriate legal and/or equitable relief. In the event that a voluntary or involuntary petition has been or is in the future filed against CII under bankruptcy or insolvency laws, or any law relating to the relief of debtors, readjustment of indebtedness , debtor reorganization or composition or extension of debt (any such proceeding, an "Insolvency Proceeding ), then: (i) all rights of Verizon under such laws including, without limitation , all rights of Verizon under 11 U.C. 9 366 shall be preserved , and Cil's adoption of the Verizon Terms shall in no way impair such rights of Verizon; and (ii) all rights of CII resulting from Cil's adoption of the Verizon Terms shall be subject to and modified by any Stipulations and Orders entered in the Insolvency Proceeding, including, without limitation, any Stipulation or Order providing adequate assurance of payment to Verizon pursuant to 11 U.C. 9 366. 3 See, e., 47 C.R. Section 51.809(c), FCC Internet Order'll 82. CIlID MFN 032905.DOC SIGNATURE PAGE Please arrange for a duly authorized representative of CII to sign this letter in the space provided below and return it to Verizon. Sincerely, VERIZON NORTHWEST INC. Jeffrey A. Masoner Vice President Interconnection Services Policy & Planning Reviewed and countersigned as to points A, 8, C , D, E and F of Paragraph 1 and as to Paragraph 2: CACTUS INTERNATIONAL, INC. C. Anthony Ray VP Network Operations K. Robertson - Verizon CIlID MFN 032905.DOC