20160624Application.pdf

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June2Z,2OL6
VIA OVERNIGHT COURIER
Jean Jewell
Secretary
Idaho Public Utilities Commission
472 W. Washington Street
Boise, ID 83702
Re: CallCatchers Inc. dlbla FreedomVoice Systems - ApplicatioryW &Ceftificate of Public Conveniene and t1ee********ssity A* =**\JI
Dear Secretary Jewell: z'
On behalf of CallCatchers Inc. d/b/a FreedomVoice Systems (the "Compdny'), transmitted
herewith is one (1) original and seven (7) copies of the Company's Application for Approval of a
C,ertificate of Public Convenience and Necessity ('Application). A CD-ROM copy of the Application is
also enclosed.
Please date-stamp the duplicate of this filing, and return it the self-addressed, postage-prepaid
envelope. Should you have any questions regarding this transmittal, please do not hesitate to contact
the undersigned.
Respectfu I ly su bm itted,
Michael P. Donahue
Counsel for Gllhtchers Inc. d/b/a FrdomVoie Systems
Enclosures
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1420 Spring Hill Road, Suite 401 P 703.714.1300
Mclean,Virginia 22102 r703.563.6222
Michael P. Donahue
Keenan P. Adamchak
1420 Spring Hill Road, Suite 401
Tysons, Virginia 22102
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Counsel to CallCatchers Inc. d/b/o FreedomVoice Systems
Before the
IDAIIO PUBLIC UTILITTES COMMISSION
In the Matter of the Application of )
CallCatchers Inc. d/b/a FreedomVoice Systems )
foraCertificateofConvenienceandNecessity ) DocketNo. F/S-F lb-O t
to Provide Resold lnterexchange Telecommunications )
Services in the State of Idaho )
APPLICATION OF
CALLCATCHERS INC. D/B/A FREEDOMVOICE SYSTEMS
CallCatchers Inc. d/b/a FreedomVoice Systems ("FreedomVoice," or "Applicant"), by and
through its attorneys, hereby submits this application for a Certificate of Convenience and
Necessity ("CCN") to provide resold interexchange telecommunications services statewide within
the State of Idaho. Applicant respectfully requests that the Idaho Public Utilities Commission
("Commission") grant the CCN pursuant to Section 6l-526 of the Idaho Code, and Rule 111 of
the Commission's Rules of Procedure.
Additionally, Applicant is in the process of being acquired by GoDaddy Operating
Company, LLC ("GoDaddy Operating"). GoDaddy Operating, its directwholly-owned subsidiary
San Fernando Merger Sub Inc. ('oSan Femando Merger Sub"), FreedomVoice, and certain
FreedomVoice shareholders entered into an Agreement and Plan of Merger dated as of May 17,
CALLCATCHERS INC. D/B/A FREEDOMVOICE SYSTEMS' APPLICATION FOR A
CERTIFICATE OF PUBLIC CONVENIENCE AND NECESSITY
2016 (the "Agreement"). Pursuant to the Agreement, San Fernando Merger Sub will be merged
with and into FreedomVoice - with FreedomVoice being the surviving entity. All equity securities
of FreedomVoice will be canceled, and its shareholders will be entitled to receive consideration
for those securities. FreedomVoice will thus become an indirect, wholly-owned subsidiary of
GoDaddy Operating. Upon or after the closing of the transfer of control, the parties anticipate that
the vast majority of FreedomVoice's operations and assets will be assigned from FreedomVoice
to GoDaddy.com LLC ("GD LLC"), a direct, wholly owned subsidiary of GoDaddy Operating.
Accordingly, the Applicant respectfully requests the Commission consider FreedomVoice's
proposed ownership as it considers this registration, or, to the extent required, approves
FreedomVoice's acquisition by GoDaddy Operating and GD LLC ("Proposed Transaction"). GD
LLC will file for and obtain any necessary licenses necessary to provide intrastate services prior
to the transfer of any customers.
The Applicant asserts that a formal hearing is not necessary in this matter, and respectfully
requests that this Application be processed by Modified Procedure pursuant to Rules 201-2014 of
the Commission's Rules of Procedure.
In support of this Application, FreedomVoice states as follows:
1. NAME. ADDRESS. AND FORM OF BUSINESS:
A. Character of Public Service: Applicant is a competitive telecommunications company
intending to offer resold interexchange telecommunications and [nterconnected Voice
over Internet Protocol ("I-VoIP") services for business customers throughout the entire
State of Idaho.
B. Name and Comorate Information: Applicant's legal name is CallCatchers Inc., and its
dlb/a name is FreedomVoice Systems. Applicant is a Delaware corporation.
CALLCATCHERS INC. D/B/A FREEDOMVOICE SYSTEMS' APPLICATION FOR A
CERTIFICATE OF PUBLIC CONVENIENCE AND NECESSITY
Applicant's Certificate of lncorporation, and Certificate of Authority to Business in the
State of Idaho are attached hereto as Exhibit A. Applicant is in the process of obtaining
its Certificate of Good Standing in the State of Delaware, and will supplement its
Application with such information once obtained.
C. Business Address: Applicant's principal business address is: 169 Saxony Road,
Encinitas, California 92024. Applicant will not otherwise maintain an office in the
State of Idaho, and will manage all operations in the state from its principal place of
business in Encinitas, California.
D. Email Address: Applicant's email address is: customercare@,freedomvoice.com
E. Telephone Number: Applicant's toll-free telephone number is: [phone].
F. Registered Agent: FreedomVoice's registered agent in the State of Idaho is as follows:
Corporate Creations Network [nc.
950 W. Bannock Street, #l100
Boise, lD 83702
Tel: [phone]
Email: [e-mail]
G. Management and Ownership Information: Please see ExhjD!!-E attached hereto for
Applicant' s management and ownership information.
2. WHY SERVICE IS PROPOSED:
Applicant proposes to offer resold interexchange telecommunications services in the State
of Idaho as doing so would be in the public interest. Applicant will serve the public interest by
creating greater competition in the telecommunications marketplace, thus providing consumers
with additional choices for interexchange services. Applicant's entry into the market will add
diversity of supply, innovative service offerings, and competitive pricing. Applicant's proposed
service offerings will provide ldaho consumers with high quality, telephonic communications at
CALLCATCHERS INC. D/B/A FREEDOMVOICE SYSTEMS'APPLICATION FOR A
CERTIFICATE OF PUBLIC CONVENIENCE AND NECESSITY
reasonable rates, and therefore, its entry into the Idaho marketplace is in the public interest. The
pre-filed testimony of Applicant's President, Eric Thomas, supporting this Application and
demonstrating, inter alio, how FreedomVoice's proposed service is in the public interest is
attached hereto as Exhibit C.
3. Pronosed Operations:
FreedomVoice proposes to offer resold interexchange telecommunications and I-VoIP
services throughout the entire State of Idaho. Specifically, Applicant utilizes a proprietary
interactive voice response ("IVR") and unified messaging platform. Applicant purchases toll free
and direct inward dialing ("DID") numbers, and resells those numbers as part of a virtual office
service. Small business customers then use those numbers to access Applicant's integrated suite
of additional services and functionality, including: auto affendant, call forwarding/distribution,
call queuing, call screening, Internet fax/fax back, and enhanced voicemail capabilities such as
voice-to-text conversion and email delivery of voicemails. Applicant's proposed tariff, including
its anticipated rates and charges for its service offerings, is attached hereto as Eb!!1!!B,.
Additionally, Applicant predicts that, as a provider of resold interexchange
telecommunications services, it will compete with all of the companies currently listed on the
"Title 62 Companies" list provided on the Commission's website:
http://www.puc.idaho. gov/fi leroom/UISJublic_t62.html.
4. MAE:
FreedomVoice seeks authority to provide resold interexchange telecommunications and I-
VoIP services on a statewide basis. As such, Applicant is not attaching service area maps in
support of its Application.
CALLCATCHERS INC. D/B/A FREEDOMVOICE SYSTEMS' APPLICATION FOR A
CERTIFICATE OF PUBLIC CONVEMENCE AND NECESSITY
5. FINANCIAL INFORMATION:
FreedomVoice possesses the financial resources necessary to provide reliable
telecommunications services. The most recent financial statements for GoDaddy Operating's
parent, GoDaddy Inc., are available in GoDaddy Inc.'s most recent Form 10-K filed with the
Securities and Exchange Commission on March 2, 2016 (ovailable atl
http://www.sec.gov/Archives/edear/data/1609711/000160971I16000048/gddy-
l23l20l5xl0k.htm).
Estimates of the cost of extending to and the annual cost of serving the territory for which
the certificate is sought, or, of the annual revenue from them or expected annual revenue from
them are attached hereto as E@,.
6. SERYICE CONNECTIONS
FreedomVoice estimates that it will make approximately 210 service connections in
conjunction with its service offerings in the State of Idaho.
7. CONTACT INFORMATION:
Correspondence regarding this Application should be directed to:
Michael P. Donahue
Keenan P. Adamchak
Marashlian & Donahue, PLLC
1420 Spring Hill Road, Suite 401
Mclean, VA22l02
Tel: [phone]l-1323
Fax: [phone]
Email: [e-mail]
[e-mail]
with a copy to:
CALLCATCHERS INC. D/B/A FREEDOMVOICE SYSTEMS'APPLICATION FOR A
CERTIFICATE OF PUBLIC CONVENIENCE AND NECESSITY
Jennifer L. Kostyu
L. Charles Keller
Wilkinson Barker Knauer, LLP
1800 M Street, NW, Suite 800N
Washington, DC 20036
Tel: [phone]
Fax: [phone]
Email: [e-mail]
[e-mail]
Correspondence concerning the Applicant's ongoing regulatory compliance should be
directed to:
Gino Capozzi,Tax and Regulatory Compliance Manager
169 Saxony Road, Suite 214
Encinitas, CA92024
Tel: [phone] x8l6Fax: (80A\ 477-1477Email: [e-mail]
8. INTERCONNECTIONAGREEMENTS
As FreedomVoice will only be offering resold interexchange and I-VoIP services to customers
in the State of ldaho, it does not anticipate entering into any interconnection agreements with other
providers operating in the state.
9, COMPLIANCE WITH THE COMMISSION RULES
FreedomVoice has reviewed all of the Commission's rules, and agrees to comply with said
rules, as applicable, unless otherwise ordered.
10. RELEASE OF INFORMATION
FreedomVoice hereby permits the release of its name, address, and general business
telephone number in response to a request for the same.
CALLCATCHERS INC. D/B/A FREEDOMVOICE SYSTEMS'APPLICATION FOR A
CERTIFICATE OF PUBLIC CONVENIENCE AND NECESSITY
CONCLUSION
The instant Applicant and supporting exhibits demonstrate that it would be in the public
interest to grant CallCatchers Inc. d/b/a FreedomVoice Systems a Certificate of Convenience and
Necessity to provide resold interexchange telecommunications services within the State of Idaho.
WHEREFORE, Applicant respectfully requests that the Commission:
1. Process this Application by Modified Procedure under the Commission's Rules of
Procedure;
2. Grant Applicant's request for a Certificate of Convenience and Necessity to provide
resold interexchange telecommunications services within the State of ldaho; and
3. Grant such other relief as it deems necessary and appropriate.
Dated this 22nd day of June ,2016.
Respectfully submitted,
rfuffir
Michael P. Donahue
Keenan P. Adamchak
Marashlian & Donahue, PLLC
1420 Spring Hill Road, Suite 401
Mclean, YA22l02
Jennifer L. Kostyu
L. Charles Keller
Wilkinson Barker Knauer, LLP
1800 M Street, NW, Suite 800N
Washington,DC 20036
Tel:
Fax:
Email:Tel:
Fax:
Email:
[phone]/-1323
(703) s63-6222
[e-mail]
[phone]
(202) 783-s8s1
[e-mail]
[e-mail]
[e-mail]
Counsel for CallCatchers Inc.
d/b/a FreedomVoice Systems
Counselfor GoDaddy Operating Company, LLC
CALLCATCHERS INC. D/B/A FREEDOMVOICE SYSTEMS' APPLICATION FOR A
CERTIFICATE OF PUBLIC CONVENIENCE AND NECESSITY
Certificate of Service
I HEREBY CERTIFY than on this2Znd day of June,2016, a true and correct copy of the foregoing
document was served on the following individuals by the method indicated below:
Jean Jewell, Commission Secretary tX]
Idaho Public Utilities Commission t
472W. Washington Street t
P.O. Box 83720
Boise,ID 83720-5983 tl
U.S. Mail
Facsimile (208) 3 42-3 829
Overnight Delivery
Messenger Delivery
Email
Itil^;m
Michael P. Donahue
Counselfor CallCatchers Inc. d/b/o FreedomVoice Systems
List of Exhibits
Exhibit A - Corporate Documents
Exhibit B - Management and Ownership Information
Exhibit C - Pre-Filed Testimony
Exhibit D - Proposed Tariff
Exhibit E - Cost and Revenue Estimates
Verification
Exhibit A
Corporate Documents
Applicant's Certificate of Incorporation, and Certificate of Authority to Business in the
State of Idaho are attached hereto.
DF,l-:e-i=95 lJ:SE FROr.1 THE i:[rF]qFn, lLtFrF.r,:r
'TATE
orIiErf;EIEUAr p. oi
secRefrny oF srArEOIVISION OF CORPORATIONSFILE0 09::00 An p/?B/19,s
350310606 _ 2575702
CERTIFICATE Or TNCORPORATIOI{
OF
CallCatchers fnc.A CI.OSE CORPOR]TIrION
EIR$[: Tte mme of rhis crpormioo is GIlCsEErs tnc. i
SEeoND Its mgfunEcud office in tlp ShE of Dehvrc if to & loclted 6 Ttroc chicdm ccstrE, 2or N. wulour
lt' wihingroo DE 19801, Cornty of Naw Casde, Ihc rEgi$cltd agent in ohilgo th€rcof is Thc CompanyCo0omdq.dr,Ess nffias0bove'. ; 'i i:' . s -
tlIrRTt! Thc smouat of total m&ciat $rco of se& of $is ocpuaion is 1500 sbsrcs ofNO pavahe
'': e:'' -'
EIFITT Ttremrp ard mfling rddilssof dreincorpaabiEn"er* C?lFt lbcc Chlrtim C11ltse 201 N. lvalmr SL, W"rlmireron DE 19801
Sfm AII of tlie ccqrorationt issupd stock. exchsive of u*nri shrts:itall be hcld of rcccd by rot more
6m 6iny (30)pemoos.
SEVENI& AII of tbe issued stnck dall classes shall be srbjeq b one u use of the re€triltious orl raae&r
eclntred -qy Scstioo 2O2 of ttrc Gcoeort Corpmaior law.
.EGIilff: iltc aorpuliioo shall mslS;ho cffcrin8 of ary of ire stock of uy class which wouH con$iEte a "prblb
ofuiug' wirtia thc meanios of tha thiEd Sbtes Sccudtios Act of 1933 s il md$}c lmcodl ftm time to time.
.. _- _-r j
NIIIII* Direere of the corpruion shatl not hc lisbte o eifter tc oorfomdp&3fr*tofGB for ',
-. .
fllorrtary duragcs for a br€ach offtf&'iary drie$ unlcss the trcach inrohcs: (l) a diitcmds duty d krfalry b
ee cqpaAioo c in stoc*hDldcrs; (2) rtc s gqssips Eot in good ftitr s which involre,fummional '.
-..nicouduct or a kdowin! vtolsion of |,lv; Otahility fc unlawtrl paymcng of divid€ods rir tda$ftl ctock , ;
DAXET DECEMBER Al.,9l95
-
TOIAI_ P_A?
State of Delawarc PA.GE 1
Office of the Seqetary of State
7, EDWA3D,r. tr'REEL,, SECRETIRY OF StrAtlE OF rEE SfAllE OF
DET,AWTRE, DO EEREBY CERTITT :[EE ArIACEED rS A rRIrE AIID CORRBCE
COPY OF trEE CERIIIPICAIE OT N{ENDMENT OT' ''CAI,LCATCEERS INC.N,
rrr,ED rN rErs oFE'rcE 0N :IEE rErRD DAY OE TEBRUARY, A.D. 2000, Ar
9 o'cLocs L.M. '
E. FILED COPY Otr :[EIS CER:ITFICAIE EAS BEEN FORI{ARDED TO TEE
NE$I cASrI,E COT'NIrY RECORI}ER OF DEEDS. I
2575702 8100
001055105
0237931
AUTHENTICATION:
02-04-00DATE:
sTATE OE DET,ANARS
STERETARY OE STATErniYISfOr', OF CURrcmIIOritS
iED 09:00 Nl 02,/03./2000
007056105 - 2575702
CERTIFICATE OF A}TEIIDMEIIT
OF
CERTIFICAIE OF INCORPORATIOI{
OF
CAITIJCATCHERS fNC.
C'ALLCATCHERS INC., a col?orationorgarized and extsting uader and ry vlrtue of the Oeneral
Cotporation Law of tbe State of De1aware, DOES IIEREBY CERTIFY:
FIRST: TlraL Ehe Board of Directora of said corporation at a
meetiag duly comrened and heId, adopted the folloring reaolution:
RESOITV@ that the Board of Directors bereby declaree lt
advl.eable and in the best interest of the Cornpany Ehat Artial.eFourth of the Certificate of Incozporat,ion be amended to read as
folLows:
FOURTII: The total nrmber of shares of stock wh'ich thiscorporation ie authorLzed. to isgue is:
OIIE TIIOUSAIID FIIIE HT'I{DRED A}ID TI|E}XIY FTVE (1525} SHARES T{TTTIOET
PAR VAII'E
SBCOIID: That the said amendrnent has been congeuted to aJrdauthorized by the ho}dere of a majority of the issued andoutstanding stock entitled to vote by written eonaent given ln
accordance with the provisions of Sectiort 228 of the General
Corporation Iray, of the State of Delarare.
XIIfRD: That, the aforeEaid anendnent was duly adopted in
accordance witb the appl"icable prorrisions of secttotts 2&2 ancid,2Zg of
the General Corporation I'aw of tbe State of Delaware.
IN IIITIIESS I{HEREOF, sald corporation has caueed thLsCertiflcate to be signed by ,Ehis i1-yt* day of T+u A.D. 2ooo,
ERIC TIIOITIAS
Defawwe PAGE 1
Tfte first $tate
r, EARRIET SMrXE I{TNDSOR, SECRETARY OF STAIE OF TEE SIAIE OF
DELA9TARE, DO EEREBY CERTII'Y IEE AEIECEED IS A IRI,E AIID CoRRECE
COPY OF TEE CERtrITICAIIE OF A},IENDMENT OF 'CATI,CAECEERS INC.I,,
FIT,ED IN EErS OFFTCE ON BEE TWENIrE:IE DAY Or FEBRUAR:r, A.D.
2OO2, AT 9 O'CI.OCK A.M.
A EILED COPY OF TEIS CERTITICAIE EAS BEEN FORTIARDED TO TEE
NETil CASETE COI'NTY RECORDER OF DEEDS.
2s75702 8100
o20LL3676
,.fu ar',;-L J*^fu-%r*;.-a^*,1
Harriet Smith Windsor, Secretary of Sate
AUTEENTICATION : 1626682
DATE: O2-22-02
STATE afDELAWARE
CERTIFICATE a/AMENDMENT a1f
CERTIFICATE o/ INCORPORATION
Flrst: That at a mesting of the Board of Dirpctors of
EALLCAIEHERS TNC.
resolutions were duly adoptcd setting forth a proposcd amcndment of the Certificatc
of Incorporation of said corporation, declaring said anrendrnent to bc advisable and
calling a meeting of the stockholders of said corporation for consideration thereof.
The resolution setting forth the proposed amendmcnt is as follows:
Resolvcd, tlrat thc Certificate of lncorporation of this corporation be arrrendcd by
chansing the Article thereof numbcred*--!---:'so that, as amended, said Artiole
shall be arrd rtad as follows:
.. THE CORPORATTON SHAI,I, BE AI.XTHORTZED TO ISSUE UP TO
ONE MILTION TWO HUIIDRED TWEI{TY THOUSAI.ID SHARES OF COUl'loN
STOCK WITH A PAR vAl,UE OF 50.10 AMOU!fllItiG TO 5122,000.00.
Second: That thereafter, pursuaal to resolution of its Boffd of Directors, a special
meeting of rho utookfioldsrs of said corporation was duly called and hcld, upor noticc
in accondance with Section 222 of the General Corporation Law of the State of
Delaware at ryhich meetfug the necessary number of shares as reguircd by statute werc
votcd in favor of the amc,ndment-
Tltrd: That 6aid amendment was duly adopted in accordance with the provisions of
Seclion ?42 of theGeneral Corporation l.aw of the State of Delaware.
Fourth: That thc capital ofsaid coqporation shall not be reducsd under or by reason
of said amcndme,nt.
En,'uGb.n^t+s
STATE O? DELAYIARRSEEE"ARY OP S?A,!TEDZVISTON OF CORK)RATTONS?IZED O9:OO AI,, O2,/2O/2OO2
020773676 - 2575702
NAME:
(Type or Print)
STATE a/DELAWARE
CERTIFICATE of ANIENDMENT Of
CERTTFICATE a/ INCORPORATION
First: That at a meeting of the Board of Directors of
CALLCATCHERS INC.
resolutions wore duly adopted setting forth a proposed amendment of the Certificate
of Incorporation of said corporation, declaring said amendment to be advisable and
calling a meeting of the stockholders of said corporation for consideration thereof.
The resolution setting forth the proposed amendment is as follows:
Resolved, that the Certificate of Incorporation of this corporation be amonded by
changing the Article thereof numbercd " " so tha! as amended said Article
shall be andread as follows:
" THE CORPOBATfON SHAIJLT BE ATIIHORIZED TO ISST E UP TO
ONE MIIJJION TWO HUIIDRED TWETiITY THOUSA}iID SHARES OF COMUON
STOCK WITI{ A PAR VAITUE OF $0.10 AI'TOITMING TO iL22,000.00.
Second: That thereafter, pursuant to resolution of its Board of Directors, a special
meeting ofthe stookholders of said corporation was duly called and held, rpon notice
in accordance with Section 222 of the General Corporation Law ofthe State of
Delaware at vftich meeting the necessary number of shares as rcquired by statute were
voted in favor of the amendment
Third: That said amendment ums duly adopted in accordance with the provisioms of
Section 242 of the General Corporation Law of the State of Delaware.
tr'ourth: That the capital of said shall not be reduced under or by reason
of said amendment.
BY:
(Authorized Officer)
NAME: €n;u*b.l.^r+s
(Type or Priut)
Sfate of ldaho
CEBNHCATEOFAUTHOR]W
OF
CAIICATCHERS IT{C.
Fil€ NurnberC 185496
t, BEN YSUHSA, Secmtary ol State ol lhe gate of tdaho, hereby oarllff ihat an
Appllcatlon lor Ceflillcale of Authorily, duly exearted purcuant to lhe provislorc of lhe
ldaho Buelness Corpontlon Acl, has been reoelved h thh offlce and is found to
conlorm to law.
AC@RDINGLY and byviilueollheauthorltywsted ln me bylaw, I lssuethb
Cenlfrale ol Authorityto trarcacl bushess h lhis Slate and atlacfi hereto a duplicate ol
lha applbatbn lor such ceflfbale.
Daled: Deoernber 18, 2flF
SECRETARYOF STATE
FILED EFFECTII/E
OF AUTIIORITY (For prfrO
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Exhibit B
Management and Ownership Information
As stated in the Application, FreedomVoice is in the process of being acquired by
GoDaddy Operating. GoDaddy Operating, its direct wholly-owned subsidiary San Fernando
Merger Sub, FreedomVoice, and certain FreedomVoice shareholders entered into an Agreement
and Plan of Merger dated as of May 17,2016 (the "Agreement"). Pursuant to the Agreement, San
Fernando Merger Sub will be merged with and into FreedomVoice - with FreedomVoice being
the surviving entity. All equity securities of FreedomVoice will be canceled, and its shareholders
will be entitled to receive consideration for those securities. FreedomVoice will thus become a
direct, wholly-owned subsidiary of GoDaddy Operating. Upon or after the closing of the transfer
of control, the parties anticipate that the vast majority of FreedomVoice's operations and assets
will be assigned from FreedomVoice to GD LLC,a direct, wholly owned subsidiary of GoDaddy
Operating. Accordingly, Applicant respectfully requests the Commission consider
FreedomVoice's proposed ownership as it considers this registration, or, to the extent required,
approves the Proposed Transaction.
Accordingly, Applicant hereby provides ownership and management information for
before and after the Proposed Transaction:
I. Pre-Transaction
A. Ownership Information
FreedomVoice is currently owned by the following individuals:
Name:
Ownership Interest:
Name:
Ownership Interest:
Name:
Ownership Interest:
The remaining 14.2o/o of stock
hold less than a 5%o ownership share in
Eric Thomas
50.21%
John Newsam
18.26%
Anita Barbara Schwalbe Trust Dated July 18,
1995/James Schumacher
1733%
is owned by various entities or individuals of which each
FreedomVoice.
A chart depicting FreedomVoice's current ownership structure is provided below:
CrllCrtchers lnc. d/b/a
FrecdomVOICE Sptcms
B. Management Information
FreedomVoice's current offrcers and directors are as follows:
Officers:
o Eric Thomas, President
o James Schumacher, Secretary
D!@:
o Adam Gould
o John Newsam
o Julie Bryant
All current officers and directors of FreedomVoice may be contacted at
compl iance @freedomvoice.com.
[phone], or
I Post-Transaction
A. Ownership Information
Following the closing of the Proposed Transaction, FreedomVoice will be a wholly-owned
subsidiary of the following entity:
Name:
Address:
Name:
Address:
entity:
Name:
Address:
Media Temple Inc. will be a wholly-owned subsidiary of the following entity:
Desert Newco, LLC will be owned by the following entities:
Media Temple Inc. (DE)
14455 N. Hayden Road
Scottsdale, AZ 85260
Desert Newco, LLC (DE)
14455 N. Hayden Road
Scottsdale, A285260
GoDaddy Inc. (DE)
14455 N. Hayden Road
Scottsdale, AZ 85260
50% of Desert Newco, LLCI
Yam Special Holdings,lnc. (AZ)
15475 N. 84th Street
Scottsdale, AZ 85260
-20% of Desert Newco, LLC
Kohlberg Kravis Roberts & Co. L.P. (DE)
9 West 57th Street, Suite 4200,
New York, NY 10019
-10% of DesertNewco, LLC
GoDaddy Operating Company, LLC (DE)
14455 N. Hayden Road
Scottsdale, AZ 85260
GoDaddy Operating Company, LLC will be a wholly-owned subsidiary of the following
Name:
Address:
Ownership Interest:
Name:
Address:
Ownership Interest:
Name:
Address:
Ownership Interest:
I GoDaddy, Inc. also is the sole managing member and controls the management of Desert Newco, LLC. GD
Subsidiary Inc., a wholly-owned subsidiary of GoDaddy, holds an approximate l7o ownership interest in Desert
Newco. GD Subsidiary [nc. is a Delaware corporation, and its address is 14455 N. Hayden Road, Scottsdale, AZ
85260.
Name:
Address:
Ownership Interest:
Silver Lake Partners (DE)
2775 Sand,Hill Road, Suite 100
Menlo Park, CA 94025
-ll% of Desert Newco, LLC
To the best of Applicant's knowledge, no other entity or individual will directly or
indirectly hold a l0%o or greater ownership interest in FreedomVoice following the closing of the
Proposed Transaction.
A chart depicting FreedomVoice's ownership structure following the closing of the
Proposed Transaction is provided on the next page.
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B. Management Information
Following the Proposed Transaction, FreedomVoice's officers and directors will be as
follows:
9$!s:
. Matthew Kelpy, President & Treasurer
. Nima Kelly, Secretary
D!@rs:
. Matthew Kelpy
. Nima Kelly
All future officers and directors of FreedomVoice may be contacted at [phone], or
compl [e-mail].
In the Matter of the Application of
CallCatchers Inc. d/b/a FreedomVoice Systems
for a Certificate of Convenience and Necessity
to Provide Resold Interexchange Telecommunications
Services in the State of Idaho
Before the
TDAHO PUBLIC UTILITIES COMIVISSION
DocketNo.
Q:
A:
PRE.FILED TESTIMONY OF ERIC THOMAS
Q: PLEASE STATE YOUR NAME, POSITION AI\D BUSINESS ADDRESS.
A: My name is Eric Thomas. I am President of CallCatchers [nc. d/b/a FreedomVoice
Systems ("FreedomVoice"). My business address is 169 Saxony Road, Suite 212,
Encinitas, Califomia 92024.
PLEASE BRIEFLY DESCRIBE YOUR BACKGROUND, INCLUDING
EDUCATIONAL AND BUSINESS EXPERIENCES.
I bring over twenty years of leadership in the development of virtual and hosted business
phone solutions. As a pioneer of toll free virtual phone systems in 1996,I made my move
towards the hosted VoIP phone system market in2006 with the goal of providing a better
set of telecommunications tools that small businesses could use to enhance their image and
maximize productivity. Not content to buy or borrow someone else's technology, I led
FreedomVoice in the creation of FreedomlQ, an industry-leading hosted VoIP PBX
platform engineered from the ground up.
I keep FreedomVoice a profitable, deb-t-free, and rapidly-growing company by attracting
customers with a friendly, down-to-earth staff a uniquely cost-effective billing model, and
a commitment to outstanding quality of service.
Q:
A:
Q:
Prior to FreedomVoice, I held the position of President at B/T SciTech, a molecular biology
distribution firm I founded in 1991.
HAVE YOU PREVIOUSLY TESTIFIED BEFORE THIS COMMISSION?
No.
ARE YOU FAMILIAR WITH
F.REEDOMVOICE?
THE APPLICATION FILED BY
Yes. I assisted in the preparation of the Application.
WIIAT IS TIIE PURPOSE OF YOUR TESTIMONY?
The purpose of my testimony is to: (l ) describe the means by which FreedomVoice expects
to market its services and provide its customers with resold interexchange
telecommunications services; (2) describe the financial, technical, and managerial
resources of FreedomVoice; and (3) to comment on the public need for, and the public
benefits of, FreedomVoice's proposed services.
WIIAT IS THE CORPORATE STRUCTURE OF FREEDOMVOICE?
FreedomVoice is a Delaware corporation. Applicant is currently owned by a group of
investors, including myself. Detailed information regarding FreedomVoice's current
ownership structure is provided in E&i!!!! of the Application.
Additionally, as set forth in the Application, FreedomVoice is currently in the process of
being acquired by GoDaddy Operating Company, LLC ("GoDaddy Operating").
GoDaddy Operating, its direct wholly-owned subsidiary San Fernando Merger Sub Inc.,
FreedomVoice, and certain FreedomVoice shareholders entered into an Agreement and
Plan of Merger dated as of May 17,2016 (the "Agreement"). Pursuant to the Agreement,
San Fernando Merger Sub will be merged with and into FreedomVoice - with
A:
Q:
A:
Q:
A:
Q:
A:
FreedomVoice being the surviving entity. All equity securities of FreedomVoice will be
canceled, and its shareholders will be entitled to receive consideration for those securities.
FreedomVoice will thus become a direct, wholly-owned subsidiary of GoDaddy Operating.
Upon or after the closing of the transfer of control, the parties anticipate that the vast
majority of FreedomVoice's operations and assets will be assigned from FreedomVoice to
GoDaddy.com LLC ("GD LLC"), a direct, wholly owned subsidiary of GoDaddy
Operating ("Proposed Transaction"). FreedomVoice's tentative ownership structure as a
result of the Proposed Transaction is also provided in Exhibit B of the Application.
Accordingly, FreedomVoice is also requesting the Commission consider FreedomVoice's
proposed ownership when it reviews FreedomVoice's application or, to the extent required,
approve the Proposed Transaction.
WHAT SERVICES ARE PROVIDED BY FREEDOMVOICE?
FreedomVoice utilizes a proprietary interactive voice response ("IVR") and unified
messaging platform. Applicant purchases toll free and direct inward dialing ("DID")
numbers and resells those numbers as part of a virtual office service. Small business
customers then use those numbers to access Applicant's integrated suite of additional
services and functionality, including auto attendant, call forwarding/distribution, call
queuing, call screening, Internet fax/fax back, and enhanced voicemail capabilities such as
voice-to-text conversion and email delivery of voicemails. FreedomVoice will also
provide interconnected VoIP services.
HOW WILL FREEDOMVOICE BILL ITS CUSTOMERS?
FreedomVoice bills any applicable initiation fees and monthly recurring charges in
advance of the month of usage. FreedomVoice invoices customers on a monthly basis for
Q:
A:
Q:
A:
recurring monthly charges for the specific plan purchased by the customer and minutes
used above the plan allowance for the previous month. Usage charges are billed in arears
for the previous month. At the time the customer signs up for service via FreedomVoice's
website, the company obtains credit or debit card information from the customer, and
automatically bills the customer's credit or debit card each month for the invoiced charges.
If a customer elects to pay by check rather than by credit or debit card, FreedomVoice may
require a deposit equal to the monthly recurring charge.
HOW WILL FREEDOMVOICE IIANDLE CUSTOMER COMPLAINTS?
Customer complaints will be handled entirely in-house by FreedomVoice's customer
service staff. Customers may reach FreedomVoice toll free by calling (800) 477-1 477, or
by opening a support ticket at [e-mail]. In the event of a billing
dispute between the customer and the FreedomVoice, the customer shall notify
FreedomVoice of its disagreement within ninety (90) days of receiving its bill. The
customer may request, and FreedomVoice will provide, a detailed review of the disputed
amount. In this event, the undisputed amount of any subsequent billing must be paid on a
timely basis. Customers may access FreedomVoice's customer service to initiate service
complaints or to receive updates on reported problems or pending customer service
complaints twenty-four hours a day, seven days a week. Customers may also call this
number to leave a message. Inquiries regarding service or billing may also be made in
writing.
Q:
A:
Q:
A:
Q:
A:
DESCRIBE THE AUTHORITY THAT FREEDOMVOICE SEEKS BY ITS
APPLICATION.
FreedomVoice seeks authority to provide resold interexchange telecommunications
services throughout the entire State of Idaho to the extent permiued by law and the
Commission's regulations.
DOES FREEDOMVOICE PROPOSE TO OFFER TELECOMMUNICATIONS
SERVICES TO BOTH RESIDENTIAL AI\D BUSINESS/COMMERCIAL
CUSTOMER?
FreedomVoice markets its services primarily to business customers. The flexibility,
scalability, and functionality of FreedomVoice's services provide the greatest advantages
for business users. However, FreedomVoice will serve residential customers to the extent
required by law or the Commission's regulations pursuant to a grant of authority to provide
resold interexchange telecommunications services in the State of ldaho.
PLEASE DESCRIBE FREEDOMVOICE'S FINAIYCIAL QUALIFICATIONS TO
PROVIDE TELECOMMUNICATIONS SERVICES IN IDAHO.
As set forth in Application, FreedomVoice currently has access to sufficient capital to
provide telecommunications services in Idaho. Specifically, following completion of the
Proposed Transaction, FreedomVoice will have access to the capital and other resources
of GoDaddy Operating's parent, GoDaddy Inc. GoDaddy Inc.'s most recent financial
statements are in its most recent Form lO-K filed with the Securities and Exchange
Commission on March 2, 2016 (available
http://www.sec.gov/Archives/edgar/datai 160971 l/000160971 I 16000048/gddy-
l23l20l5xl0k.htm).
at:
Q: IN WHAT GEOGRAPHICAL AREAS WILL FREEDOMVOICE PROYIDE
SERVICE?
A: FreedomVoice is seeking immediate authority to provide resold interexchange
telecommunications services throughout the State of Idaho.
Q: IN YOUR OPINION, WOULD GRANT OF FREEDOMVOICE'S APPLICATION
BE IN THE PUBLIC INTEREST?
A: Yes. FreedomVoice's proposed service offering will provide telecommunications services
of the highest quality, and will offer both increased diversification and increased reliability
of communications services. Grant of the FreedomVoice's Application will enhance
competition for resold interexchange telecommunications services in Idaho by providing
consumers with an additional service provider choice for the satisfaction of their
telecommunications needs.
Q: WILL YOU REMAIN AVAILABLE TO RESPOND TO AIYY ADDITIONAL
QUESTTONS FROM THE COMMISSION OR ITS STAIT' ABOUT YOUR
APPLICATION OR COMPAI\Y IF NECESSARY?
A: Yes.
Q: DOES THIS COMPLETE YOUR TESTIMONY?
A: Yes.
Inthe Matter of the Application of
CallCatchers Inc. d/b/a FreedomVoice Systems
for a Certificate of Convenience and Necessity
to Provide Resold Interexchange Telecommunications
Services in the State of Idaho
Before the
IDAHO PUBLIC UTILITIES COMI/ilSSION
Docket No.
)
)
)
)
)
VERINCATION
State of California )
)
)
ss.
County of San Diego
Eric Thomas, being duly sworn, deposes and says: that he is the President of CallCatchers
lnc. dlblaFreedomVoice Systems; that he has read the foregoing Pre-Filed Testimony and knows
the contents thereof, and that the same is true of his knowledge except as to the matters therein
stated upon information and belief; and as to those them to be true; and that he
consents to the Pre-Filed Testimony being used proceeding.
Subscribed and sworn to before this 17 day of June ,2016.
My commission expire ,, 7 I rcl n
Eric Thomas
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. I
CallCatchers Inc. d/b/a FreedomVoice Systems
IDAHO TELECOMMUNICATIONS TARIFF
This tariff contains the rates, terms, and conditions applicable to Resold Telecommunications
Services provided by CallCatchers lnc. d/b/a FreedomVoice Systems ("FreedomVoice"),
with principal offices at 169 Saxony Road, Suite 212, Encinitas, California 92024.
This tariffapplies for services furnished within the State of Idaho. The tariff is on file with
the Idaho Public Utilities Commission, and copies may be inspected during normal business
hours at the Company's principal place of business.
Issued: _,2016 Effective: _,2016
Issued by: Eric Thomas, President
CallCatchers lnc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, Califomia 92024
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony,Suite2l2
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No.2
CHECK SHEET
Pages of this tariff, as indicated below, are effective as of the date shown at the bottom of the
respective pages. Original and revised pages, as named below, comprise all changes from the
original tariff and are currently in effect as of the date on the bottom of this page.
Page
I
2
J
4
5
6
7
8
9
10
1t
t2
13
t4
l5
l6
t7
l8
t9
Revision
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Original
Page Revision
* - indicates those pages includes with this filing
Issued: ,2016
Issued by: Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
Effective: _,2016
CallCatchers [nc.
d/b/a FreedomVoice Systems
169 Saxony,Suite2l2
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. 3
TABLE OF CONTENTS
CHECK SHEET
TABLE OF CONTENTS
SYMBOLS
TARIIIF FORMAT
SECTION 1 - TECHNICAL TERMS AND ABBREVIATIONS
SECTION 2 - RULES AND REGULATIONS....
SECTION 3 . DESCRIPTION OF SERVICE
SECTION 4 . RATES
16
r8
Issued: _
Issued by:
,2016
Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, Califomia 92024
Effective: _,2016
CallCatchers lnc.
d/b/a FreedomVoice Systems
169 Saxony,Suite2l2
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. 4
SYMBOLS
The following are the only symbols used for the purposes indicated below:
C - Change in Rule or Regulation.
D - Delete or Discontinue.
I - Change Resulting in an increase to a Customer's bill.
M - Moved from another tarifflocation.
N-New
R - Change resulting in a reduction to a Customer's bill.
T - Change in text or regulation.
Issued: _,2016
Issued by: Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, Califomia 92024
Effective: _,2016
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony,Suite2l2
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. 1
Original Page No. 5
TARIFF FORMAT
A. Sheet Numbering - Sheet numbers appear in the upper right corner ofthe page. Sheets are
numbered sequentially. However, new sheets are occasionally added to the tariff. When a new sheet
is added between sheets already in effect, a decimal is added. For example, a new sheet added
between sheets 14 and l5 would be 14.1.
B. Sheet Revision Numbers - Revision numbers also appear in the upper right comer of each
page. These numbers are used to determine the most current sheet version on file with the
Commission. For example, the 4th revised Sheet 14 cancels the 3rd revised Sheet 14. Because of
various suspension periods, deferrals, etc. the Commission follows in their tariffapproval process,
the most current sheet number on file with the Commission is not always the tariff pages in effect.
Consult the check sheet for sheet currently in effect.
C. Paragraph Numbering Sequence - There are nine levels ofparagraph coding. Each level of
coding is subservient to its next higher level:
2.
2.t.
2.r.1.
2.1.1.A.
2.1.1.4.r.
2.1.1.A.1.(a).
2.1.1.A.1.(a).I.
D. Check Sheets - When a tariff filing is made with the Commission, an updated check sheet
accompanies the tariff filing. The check sheet lists the sheets contained in the tariff, with a cross
reference to the current revision number. When new pages are added, the check sheet is changed to
reflect the revision. All revisions made in a given filing are designated by an asterisk (*). There will
be no other symbols used on the check sheet if these are the only changes made to it(i.e.,the format,
etc. remains the same, just revised revision levels on some pages). The tariff user should refer to the
latest check sheet to find out if a particular sheet is the most curent on file with the Idaho Public
Utilities Commission.
Issued: _,2016
Eric Thomas, President
CallCatchers lnc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
Issued by:
2016
CallCatchers Inc.
dlb I a F reedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. 6
SECTION 1 - TECHNICAL TERMS AND ABBREVIATIONS
Customer - The person, firm, corporation or other entity which orders, cancels, amends or uses
service and is responsible for payment of charges and compliance with the Company's tariff.
Company or Carrier - CallCatchers lnc. d/b/a FreedomVoice Systems unless otherwise clearly
indicated by the context.
Day - From 6:00 AM up to but not including 6:00 PM Pacific Time Mondaythrough Friday.
Commission - The Idaho Public Utilities Commission.
Holidays - The Company observes the following holidays: New Year's Day, Martin Luther King
Day, Presidents' Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and
Christmas Day.
V & H Coordinates - Geographic points which define the originating and terminating points of a
call in mathematical terms so that the airline mileage of the call may be determined. Call mileage is
used for the purposed of rating calls where applicable.
Issued: _,2016
Eric Thomas, President
CallCatchers lnc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
Issued by:
Effective: _,2016
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. 7
2.1
SECTION 2. RULES AND REGULATIONS
Undertaking of the Company
The Company's services and facilities are fumished for communications at specified points
within the State of Idaho under terms of this tariff.
The Company operates and maintains the communications services provided herein in
accordance with the terms and conditions set forth under this tariff. The Customer is
responsible for ordering access connection facilities provided by other carriers or entities to
allow connection of a Customer's location to the Company's services. The Customer shall
be responsible for all charges due for such service arrangement.
The Company's services and facilities are provided on a monthly basis unless ordered on a
longer term basis, and are available twenty-four hours per day, seven days per week.
Applicability of Tariff
This tariffapplies to telephone calls which originate and terminate in the State of ldaho.
Billing and Payment
2,3.1 Customer is responsible for paying all charges on its account for services provided by
the Company, including, but not limited to, long distance, directory assistance
charges, regulatory and government fees, and for all taxes and surcharges, including
regulatory recovery fees, imposed on the services or the Company as a result of
Customer's use ofthe services. The Company collects any applicable initiation fees
and monthly recurring charges automatically in advance of the month of usage.
Customer will also be billed for additional minutes used (which exceed the number
of calling minutes in the Customer's plan), in the month following such usage.
Usage charges are billed in arrears. Payment is due thirty (30) days followingreceip
of a bill.
2.2
2.3
Issued: _,2016
Issued by: Eric Thomas, President
CallCatchers [nc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, Califomia 92024
Effective: -2016
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony,SuiteZl2
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. 8
2.3
SECTION 2 - RULES AND REGULATIONS, (CONT'D.)
Billing and Payment continued
2.3.2 Any objection to billed charges should be promptly reported to the Company. Notice
of any disputes must be in writing and received by the Company within ninety (90)
days after the invoice date or the dispute will be waived. Adjustments to Customers'
bills shall be made to the extent that records are available andlor circumstances exist
which reasonably indicate that such charges are not in accordance with approved
rates or that an adjustment may otherwise be appropriate. Customer must pay all
undisputed amounts in full to avoid late payment charges or default.
Customers who are dissatisfied with the response to their complaint may contact the
Commission for resolution of the issues at:
Idaho Public Utilities Commission
472 W . Washington Street
P.O. Box 83720
Boise, ID 83720-0074
[phone]
2.3.3 Company will charge a late pay,rnent charge on any amounts unpaid by the due date
of the lesser of: ( I ) I .5%o per month or lSYo per annum or (2) the highest amount
allowed by law. Company will also assess a $10.00 processing fee.
2.3.4 Customer has the option of electing to pay invoices by credit card or check.
Company will send Customer an invoice each month. Customer may also receive an
additional invoice on Friday of any week in which Customer's minute usage is
approximately $18 for credit card customers or $75 for check pay customers.
Customer shall have thitty (30) days from the date of the invoice to remit payment.
Company will bill Customer's credit card on the date payment is due. If the card
fails, Company will notify Customer. The second day after the due date, Company
will attempt to bill the card, and, if the card fails, will notiff Customer by electronic
mail. On the third day after the due date, Company will attempt to bill the card and,
if the card fails, will notiff Customer by electronic mail that Customer's service will
be suspended. If payment is not received after this notice, Customer will temporary
suspend service until payment is received.
Issued: _,
Issued by:
2016
Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
Effective: _,2016
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. 9
2.3
SECTION 2 - RULES AND REGULATIONS, (CONT'D.)
Billing and Payment continued
2.3.4 continued
For customers that pay by check, Company suspends service fifteen (15) days after the due
date. Each day from the due date until the date service is suspended (thirty (30) to forty-five
(45) days from the date of the invoice), Company notifies Customer by electronic mail that
Customer must remit payment or risk suspension. On day forty-five (45), the customer's
account is put on hold and Company sends notifications everyday thereafter until the
Customer pays or Company cancels the account for non-payment. Company cancels any
account that is past due more than ninety (90) days.
Taxes
The quoted rates do not include taxes. The Company will assess a separate charge on a
Customer's bill for state and local taxes.
Right to Backbill for Improper Use of the Company's Service
Any person or entity that uses, appropriates or secures the use of service from the Company,
whether directly or indirectly, in any unlawful manner or through the providing of any
misleading or false information to the Company and which uses, appropriation, or securing
of services is inconsistent with the stated uses, intents, and purposes of this tariff or any
restrictions, conditions, and limitations stated herein, shall be liable for an amount equal to
the accrued and unpaid charges that would have been applicable to the use ofthe Company's
service actually made by Customer.
2.4
2.5
Issued: _
Issued by:
,201,6
Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
Effective: _,2016
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. l0
SECTION 2 - RULES AND REGULATIONS, (CONT'D.)
Cancellation or Interruption of Services
2.6.1 Without incurring liability, the Company may discontinue Services, effective
immediately after receipt of written notice (Notice shall be deemed received on the
fifth business day following mailing of notice.), to a Customer or to a particular
Customer location, or may withhold the provision of ordered or contracted service
under the following conditions:
(A) For nonpayment of any sum due the Company for more than thirty (30) days
after issuance of the bill for the amount due;
(B) For violation of any of the provisions of this tariff;
(C) For violation of any law, rule, regulation, or policy of any governing authority
having jurisdiction over the Company's service; or
(D) By reason of any order or decision of a court having competent jurisdiction,
public service commission or federal regulatory body or other governing
authority prohibiting the Company from furnishing its service.
2.6.2 Without incurring liability, the Company may intemrpt the provision of service at any
time in order to perform test(s) and inspections to assure compliance with tariff
regulations and the proper installation and operation of Customer and the Company's
equipment and facilities and may continue such intemrption until any items of
noncompliance or improper equipment operations so identified are rectified.
2,6.3 Service may be discontinued by the Company by blocking traftic to certain countries,
cities or NXX exchanges, or by blocking calls using certain Customer Authorization
Codes, when the Company deems it necessary to take action to prevent unlawful use
of its service. The Company may restore service as soon as it can be provided
without undue risk.
2.6.4 The termination notice process set forth in Section 2.3.4 provides adequate time
intervals for the Customer to prevent termination or disconnect.
2.6
lssued: _,2016
lssued by: Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, Califomia 92024
Effective: _,2016
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. I I
2.6
SECTION 2 - RULES AND REGULATIONS, (CONT'D.)
Cancellation or Interruption of Seruices (Cont'd)
2.6.5 If, for any reason, Service is intemrpted, the Customer will only be charged for the
service that was actually used.
Denial of Access to Service by the Company
The Company expressly retains the right to deny access to service without incurring any
liability for any of the following reasons:
2.7.1 Nonpayment of any sum due for service provided hereunder, where the Customer's
charges remain unpaid more than ten (10) days following notice ofnonpayment from
the Company. Notice shall be deemed to be effective upon mailing of written notice,
postage prepaid, to the Customer's last known address;
2.7.2 Customer's acts or omissions that constitute a violation of, or a failure to comply
with, any regulation stated in this tariff goveming the fumishing of service, but which
violation or failure to comply does not constitute a material breach or does not pose
any actual threatened interference to the Company's operations or its fumishing of
service. The Company agrees to give Customer ten (10) days notice of such violation
or failure to comply prior to disconnection of service; or
2.7.3 The implementation of any order of a court of competent jurisdiction, or federal or
state regulatory authority of competent jurisdiction, prohibiting the Company from
furnishing such service; or
2.7.4 Failure to pay a previously owed bill by the same Customer at another location.
Customer's Liability in the Event of Denial of Access to Service by the Company
ln the event a Customer's service is disconnected by the Company for any of the reasons
stated in Section 2.7 , the Customer shall be liable for all unpaid charges due and owing to
the Company associated with the service.
2.7
2.8
lssued: _,2016
lssued by: Eric Thomas, President
CallCatchers Inc. dlbl a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
Effective: _,2016
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. 1
Original Page No. 12
2.9
SECTION 2 - RULES AI\D REGULATIONS, (CONT'D.)
Reinstitution of Service
The Company will reconnect service upon Customer request as soon as the reason for the
Customer's termination is removed. If the Customer seeks reinstitution of Service following
denial of service by the Company, the Customer shall pay to the Company prior to the time
service is reinstituted all accrued and unpaid charges. In addition, Customerwill be assessed
a $10.00 reconnection fee to reinstitute service. Other than any applicable initiation fees,
there will be no charge for the service restoration.
2.10 Interconnection with Other Common Carriers
The Company reserves the right to interconnect its services with those of any other Common
Carrier, Local Exchange Carrier, or altemate access provider of its election, and to utilize
such services for the provision ofservices offered herein.
2.ll Use of Service
Service may be used for any lawful purpose for which it is technically suited.
2.12 Liability of the Company
2.12.1 Limitation of Liabilitv: In no event shall the company, its parents, subsidiaries,
affiliates or their respective members, managers, directors, offrcers, employees,
stockholder, or agents be liable for any damages, including but not limited to direct,
compensatory, indirect, incidental, consequential, special, exemplary or punitive
damages (including, without limitation, damages for loss of profits, business
intemrption, loss of information) for: ( I ) any injuries to persons or property arising
from use of the services, or any equipment used in connection with the services; (2)
Customer's inability to use the services; (3) Customer's misuse of the service; (4)
nonperformance or a failure of the services caused by acts or omissions of another
service provider; (5) equipment or software failure or modification; (6)
telecommunications or computer equipment failures; or (7) acts of God or other
causes beyond the Company's control. The foregoing shall even if the Company has
been advised of the possibility of such damages.
Issued: _
Issued by:
,2016
Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, Califomia 92024
Effective: _,2016
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. l3
SECTION 2 - RULES AND REGULATIONS, (CONT'D.)
2.12 Liability of the Company (Cont'd)
2.12.2 No Warranties: The services provided under this Tariffare provided "as is." The
Company makes no warranties regarding the services whatsoever and disclaims any
and all express or implied warranties of any kind, including any warranties of
merchantability, non-infringement of intellectual property, fitness for a particular
pu{pose, or warranties arising by course of dealing or custom or trade. The Company
does not authorize anyone to make a warranty of any kind on the Company's behalf
and Customer should not rely on any such statement.
2.12.3 The Company's liability arising out of mistakes, intemrptions, omissions, delays,
errors, or defects in the transmission occurring in the course of fumishing service or
facilities, and not caused by the negligence of its employees or its agents, in no event
shall exceed an amount equivalent to the proportionate charge to the Customer for
the period during which the aforementioned faults in transmission occur, but in any
event not more than the sum of two months of the Customer's monthly charges,
unless ordered by the Commission.
2.12.4 The Company shall be indemnified and held harmless by the Customer against:
(A) Claims for libel, slander, or infringement of copyright arising out of the
material, data, information, or other content transmitted over the Company's
facilities.
All other claims arising out of any act or omission of the Customer in
connection with any service or facility provided by the Company.
(B)
Issued: _,
Issued by:
2016
Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
Effective: _,2016
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. 14
SECTION 2 - RULES AND REGULATTONS, (CONT'D.)
2.13 Disconnection of Service by Carrier
The Company, upon five (5) working days written notice to the Customer, may discontinue
service or cancel an application for service without incurring any liability for any of the
following reasons:
2.13.1 If Customer fails to remit by the due date any sum due to carrier for regulated service.
2.13.2 A violation of any regulation governing the service under this tariff.
2.13.3 A violation of any law, rule, or regulation of any government authority having
jurisdiction over such service.
2.13.4 Service may be disconnected without notice for tampering with company equipment,
for interfering with the service to other customers, for fraud, or in the event of a
hazardous condition.
2.14 Disconnection of Service by Customer
The Customer may terminate service at any time upon thirty (30) days' written notice.
2.15 Deposits
If a Customer elects to pay its invoices in a manner other than by credit card or switches to a
method of payment other than credit card, the Company may require a deposit equal to one
month of the customer's monthly recurring charges.
2.16 Advance Payments
The Company collects initiation fees and monthly recurring charges in advance ofthe month
ofusage.
Issued: _,2016 Effective: _,2016
Issued by: Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
CallCatchers lnc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. l5
SECTTON 2 - RULES AND REGULATIONS, (CONT',D.)
2.17 Applicable Law
This tariffshall be subject to and construed in accordance with Idaho law.
2.18 Other Rules
2.18.1 The Company reserves the right to validate the credit worthiness of Customers
through available verification procedures.
2.18.2 The Company reserves the right to discontinue service, limit service, or to impose
requirements on Customers as required to meet changing regulations, rules or
standards of the Commission.
Issued: _
Issued by:
,2016
Eric Thomas, President
CallCatchers [nc. d/b/a FreedomVoice Systems
169 Saxony Road, Sfite2l2
Encinitas, California 92024
Effective: _,2016
CallCatchers lnc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. l6
3.1
SECTION 3 - DESCRIPTION OF SERYICE
Timing of Calls
3.1.1 When Billing Charges Begin and End For Phone Calls
The Customer's usage charge is based on the actual usage ofthe Company's network.
Usage begins when the called party picks up the receiver (i.e., when two-way
communication, often referred to as "conversation time" is possible.). When the
called parly picks up is determined by hardware answer supervision in which the
local telephone company sends a signal to the switch or the software utilizing audio
tone detection. When software answer supervision is employed, up to sixty (60)
seconds of ringing is allowed before it is billed as usage of the network. A call is
terminated when the calling or called party hangs up.
3.1.2 Billing Increments
The minimum call duration for billing purposes is eighteen (18) seconds for a
connected call and calls beyond eighteen (18) seconds are billed in six-second
increments.
3.1.3 Per Call Billing Charges
Billing will be rounded up to the nearest penny for each invoice.
3.1.4 Uncompleted Calls
There shall be no charges for uncompleted calls.
lssued: _,2016
Issued by: Eric Thomas, President
CallCatchers trnc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
Effective: _,20L6
CallCatchers [nc.
dlb / a F reedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. l7
SECTION 3 - DESCRIPTION OF SERVICE (CONT'D)
3.2 Calculation of Distance
Usage charges for all mileage sensitive products are based on the airline distance between
rate centers associated with the originating and terminating points of the call.
The airline mileage between rate centers is determined by applying the formula below to the
vertical and horizontal coordinates associated with the rate centers involved.
FORMULA:
The square 2 2
root of: ryl - V2) + ffil - H2)
t0
3.3 Service Offerings
3.3.1 Inbound 80O/Toll-Free and Long Distance Service
Company's Service Plans are offered to business Customers. Each service plan
includes at least one toll-free and/or local number, a specified number of minutes of
use per month, unlimited extensions and access to all features. Service is provided
from presubscribed, dedicated or shared use access lines. Calls are billed in six-
second increments. A monthly recurring service charge applies. Rates for
Company's service plans are set forth in Section 4 of this Tariff.
lssued: _,2016 Effective: _,2016
lssued by: Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
CallCatchers Inc.
d/b/a FreedomVoice Systems
169 Saxony,Suite2l2
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. 1
Original Page No. l8
SECTION 4 . RATES
4.1 Inbound 8O0/Toll-Free and Long Distance Service
Rates listed in this tariff are for in-state calls only.
Bundled Plan (100-100,000 minutes) - Monthly charge $4.95-$200.00
Usage above Plan Allowance - $0.039 to $0.059 per minute
Activation Fee - (may be waived for certain plans)
4.2 Payment of Calls
4,2,1 Late Payment Charges
A late payment Charge of the lesser of (1) l.So/oper month, or (2) the highest amount
allowed by law, will be assessed on all unpaid balances more than thirty (30) days
old, except that such late payment charge will not be applied to any previously-
applied late payment charges. Late payment charges will be assessed without
discrimination.
4.3 Returned Check Charge
Retumed checks will result in a $25.00 fee applied to the Customer's account balance.
4.4 Special Promotions
The Company will, from time to time, offer special promotions to its customers waiving
certain charges, including activation/set-up fees, reduced overage usage rates, and discounted
subscription rates.
Issued: _,20t6 Effective: _,2016
Issued by: Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, Califomia 92024
CallCatchers lnc.
d/b/a FreedomVoice Systems
169 Saxony, Suite 212
Encinitas, CA92024
Idaho Public Utilities Commission TariffNo. I
Original Page No. l9
4.5
SECTION 4 - RATES (Cont'd)
Snecial Pricine Arraneements - ICB
In lieu of the rates otherwise set forth in this Tariff, rates and charges, including installation
and recurring charges, may be established at negotiated rates on an individual case basis
("ICB"), taking into account such factors as the nafure ofthe services, the costs operation, the
volume of traffic commitment, and the length of service commitment by Customer, as long
as the rates and charges are not less than Carrier's costs of providing the service. Such
arrangements shall be considered special pricing arrangements, the terms of which will be set
forth in individual contracts or Customer term agreements. Specialized pricing arrangement
rates or changes will be made available to similarly-situated Customers on comparable terms
and conditions. Upon reasonable request, Carrier will make the terms of these contracts
available to the Commission and its stafffor review on a confidential and proprietary basis.
The rates will be made a part of this Tariff.
Issued: _,2016
Eric Thomas, President
CallCatchers Inc. d/b/a FreedomVoice Systems
169 Saxony Road, Suite 212
Encinitas, California 92024
Issued by:
Effective: _,2016
Exhibit E
Cost and Revenue Estimates
(1) Estimated cost of extending to and the annual cost of servicing the
State ofldaho:
$130,000 (0.76% of total expenses based on apportionment of revenue)
@ Estimated Annual Revenue:
$125,000
(3) Anticipated Rates and Charges:
Please see Applicant's proposed tariffattached hereto as Exhibit D for its
anticipated rates and charges.
Before the
IDAIIO PI]BLIC UTILITIES COMMISSION
In the Matter of the Application of )
CallCatchers lnc. NblaFreedomVoice Systems )
for a Certificate of Convenience and Necessity ) Docket No.
to Provide Resold Interexchange Telecommunications )
Services in the State of Idaho )
VERIX'ICATION
State of California )
)
)County of San Diego
Eric Thomas, being duly sworn, deposes and says: that he is the President of CallCatchers
Inc. d/b/a FreedomVoice Systems; that he has read the foregoing Application and knows the
contents thereof, and that the same is true of his knowledge as to the matters therein stated
upon information and belief; and as to those matters them to be true; and that he
consents to the Application being used as evidence i
Eric Thomas
Subscribed and swom to before this l7 day of June,2016.
My commission expire ", I / tA I t q
Anotary public or other ofricer complefing'
llris.cejttc€tg varifiee onty the iteniity ot-lhe individual sfio dgn€dihe docum;nticwhacn thhcorfificalc lr.[ech€d, aill nol!f^qt!tuh.I, .ocur.cy, or veirOlU oi'
ss.
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