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Home My WebLink About20050512Name change.pdf\" I 'C-( '-I... \J'" r--' H 0 LL and + Kn 9 h t Tel 202 955 3000 Fax 202 955 5564 Holland & Knight LLP 2099 Pennsylvania Avenue. N.w.. Suite 100 Washington. D.C. 20006 www.hklaw.com 8 ~c - oLf-o c':. ' :;;~ "" l :-;;' , ~ ::= m-- c:...-;;r i ;..... . "'-,~ -....-.;, '., . ;r~' CJ ;::;~;"", ~ ""'.::, ",' ..'" U') c: rrlU1 t:JnOW 1';...- ' ", -or" ' ,.. J':7.if.-.J;~ .. ~ " :::;;: :f: i-~'- U; r: x.D li . . ;""'-'1 r::lE1\ L.J . ....... Eric Ashman 202 828 1849 eric.fishma~klaw.com May 4, 2005 VIA FED EX Jean Jewell, Secretary Idaho Public Utilities Commission 472 West Washington Boise, Idaho 83702 Re:Notification of Consummation of Internal Corporate Reorganization of Long Distance, Inc., and Conversion ofSBC Long Distance, Inc. to a Limited Liability Company Dear Ms. Jewell: The purpose of this letter is to advise the Commission that on May 4, 2005, SBC Long Distance, LLC d/b/a SBC Long Distance (fonnerly known as SBC Long Distance, Inc. andSouthwestern Bell Communications Services, Inc.) consummated the internal corporate reorganization described in the letters by the undersigned counsel to the Commission dated November 17, 2004 and February 14, 2005. Pursuant to this internal corporate reorganization SBC Long Distance, fonnerly acorporation, converted to a limited liability company, and the assets of SBC Telecom, Inc., an affiliate of SBC Long Distance, were transferred to SBC Long Distance. SBC Long Distance currently holds authority to operate in the State of Idaho as a provider of resold long distance " service, and local exchange telecommunications service. May 4, 2005 Page 2 Concurrently with the submission of this letter, SBC Long Distance is filing with the Commission tariffs adopting the terms and conditions of the current filed tariffs of SBC Long Distance, Inc., modifying those tariffs to reflect the company s conversion to a limited liability company to be kn~wn as SBC Long Dist~T1ce, LLC d/b/a SBC Long Distance. SBC Long Distance asks for a one day approval of these minor tariff changes. In connection with the internal corporate reorganization, SBC Long Distance has filed to revise its certificate to transact business in the State of Idaho to reflect its conversion to a limited liability company. A copy of this filing is enclosed. SBC Long Distance will provide the Commission with a copy of its amended certificate of authority upon its issuance by the Idaho Secretary of State. By this letter, SBC Long Distance respectfully requests the Commission to issue a revised certificates of public convenience in the name of SBC Long Distance, LLC d/b/a SBC Long Distance, to the extent such action is required, to reflect this legal name change. Enclosed with this letter is a performance bond (Bond No. 6332367) in the amount of $10 000 issued under the name of SBC Long Distance, LLC d/b/a SBC Long Distance. This bond replaces performance bond no. 6259870 which is currently on file with the Commission under the name SWB Communications Services Inc. d/b/a SBC Long Distance. SBC Long Distance, LLC hereby asks that the Commission return bond no. 6259870, so that it may be cancelled. Should the Commission have any questions regarding the aforementioned matters, please feel free to contact the undersigned counsel directly. Sincerely, Eri c Fishman Counsel to SBC Long Distance, LLC d/b/a SBC Long Distance Attachments Advice Letter Amended certificate of authority # 2743463 Interexchange Service Registration approved May 1 , 1997; Case No. SBC- T -04-, Order No. 29495, dated May 11 , 2004. The company was granted authority to provide facilities-based and resold local exchange and exchange access telecommunications service witbiI) Idaho by Order No. 29495 in Case No. SBC-04-, dated May 11 2004. 253 APPLICA TION FOR REGISTRA TION OF FOREIGN LIM/TED LIABILITY COMPANY (Instructions on back of appHcation) 1. The name of the limited liability company is: SHC Long Distance, LLC 2. If the name of the limited liability company is not permissible or is not available in Idaho the name the foreign limited liability company will use in Idaho is: 3. The jurisdiction under whose laws the limited liability company is organized is: Delaware and the date of its formation was: 4. The name and address of the registered agent in Idaho is: C T Corporation System, c/o C T Corporation System., 300 North 6th Street., aoise, Idaho 83702 5. The address of the limited liability company's office in the jurisdiction under whose laws it is organized is: 6. The address of the limited liability company s principal office. if other than the address in #5 above , is: 5850 Wcs~Las Positas Blvd., Pleasanton. CA 94588 7. The address to which correspondence should be addressed is: 5850 West Las Posit as Blvd., Pleasanton, CA 94588 8. Signature of a manager, if any. ora member if there are no managers. Signature II) ~ i-c,) :J It SeCl'9tary of State use only Typed Name IDOJ5 - 100'30lO2 C T S)'~ 0I)Iine . ' SURETY RIDER To be attached to and form a part Bond No. 6060746 Type Bond: Prepaid Phone Card Indemnity Bond dated effective 06/30/2004 (MONTH-DAY -YEAR) executed by Southwestern Bell Communications Services, Inc. (PRINCIPAL) as Principal and by General Insurance Company of America as Surety, in favor of State of Venn ant, Vennont Public Service Board (OBLIGEE) in consideration of the mutual agreements herein contained the Principal and the Surety hereby consent to changing PRINCIPAL NAME: From: Southwestern Bell Cormnunications Services, Inc. To: SBC Long Distance, LLC d/b/a SBC Long Distance Nothing herein contained shall vary, alter or extend any provision or condition of this bond except as herein expressJy stated. This rider is effective 04/15/2005 (MONTH-DAY -YEAR) . ,:.,~..", ,'- ,''" , \'\ 'J ' " "' ' . ,, ' .;o'l!, " \ /'HPHI" ' Signed and Sealed 04/15/2005 (MONTH-DAY -YEAR) By: SBC Long Distance, LLC d/b/a SBC Long Distance (PRINCI ~,...",.. ~ fl&;/~ (PRINCIPAL) Thomas S. Clemens t T reasurer General Insurance Company of America (SURETY) - ' (A ITORN EY -IN-FACT) .r' . " ' By: !.. . : l' ' .'. S-O443fGEEF 10/99 , " , ( H , j : i ;. . ~" ~ \ ,, ' ' ' ACKNOWLEDGMENT BY SURETY STATE Texas 55,County of Bexar On this 19'. day of April , 2005 , before me personally appeared Ronald J. Wal ton , known to me to be the Attorney-in-Fact of General Insurance Company of America , the corporation that executed the within instrument, and acknowledged to me that such corporation executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affIXed my official seal, at my office in the aforesaid County, the day and year in this certificate first above written. /jh( My Commission Expires: JOHN c. METZ~Y'~~!;~"Public State of Texas i~" ~ ~ NO~7 commission Expires ~j. /;;1 ri\ 251 2005 ".;. ~':lil;\~:;" ".""" (Seal) O230/GEEF 2/98 S A F POVVER OF A TIORNEY SAFECO INSURANCE COMPANY OF AMERICA GENERAL INSURANCE COMPANY OF AMERICA HOME OFFICE: SAFECO PLAZA SEATTLE, WASHINGTON 98185 KNOW ALL BY THESE PRESENTS: That SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA, each a Washington corporation. does eachhereby appoint ***...*..**.**.**.*......... RONALD J. WALTON; JANET M. DUNCAN; JONATHANP. KLUG; KENNETH C. LONG; San Antonio, Texas"'.********.*****".* No. 9672 its true and lawful attorney(s)-in-fact. with full authority to execute on its behalf fidelity and surety bonds or undertakings and other documents of a similarcharacter issued In the course of Its business. and to bind the respective company thereby. IN WITNESS WHEREOF. SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA have each executed andattested these presents this 22nd day of October ~ k /vl ~\ MIKE MCGA VlCK. PRESIDENT I 2004 CHRISTINE MEAD, SECRETARY CERTIFICATE Extract from the By-Laws of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA: Article V, Section 13. - FIDELITY AND SURETY BONDS ... the President. any Vice President, the Secretary, and any Assistant Vice President appointed for thatpurpose by the officer in charge of surety operations, shall each have authority to appoint individuals as attorneys-in-fact or under other appropriate titles withauthority to execute on behalf ot the company fidelity and surety bonds and other documents of similar character issued by the company in the course ot itsbusiness... On any Instrument making or evidencing such appointment. the signatures may be affixed by facsimile. On any instrument conferring such authorityor on any bond or undertaking at the company. the seal. or a facsimile thereof, may be impressed or affixed or in any other manner rep(oduced; provided,however, that the seal shall not be necessary to the validity ot any such instrument or undertaking. Extract from a Resolution of the Board of Directors of SAFECO INSURANCE COMPANY OF AMERICA and ot GENERAL INSURANCE COMPANY OF AMERICA adopted July 28. 1970. On any certificate executed by the Secretary or an assistant secretary of the Company setting out, (i) The provisions of Article V, Section 13 of the By-Laws, and(il) A copy ot the power-at-attorney appointment. executed pursuant thereto, and(ill) Certifying that said power-at-attorney appointment is in full force and effectthe signature of the certifying officer may be by facsimile, and the seal of the Company may be a facsimile thereof. I. Christine Mead. Secretary of SAFECQ INSURANCE COMPANY OF AMERICA and ot GENERAL.JNSURANCE COMPANY OF AMERICA, do hereby certifythat the foregoing extracts of the By-laws and of a Resolution of the Board of Directors ot these corporations, and of a Power of Attomey issued pursuant theretoare true and correct. and that both the By-Laws, the Resolution and the Power of Attorney are still in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the facsimile seal of said corporation this 15th day of April 2005 . S-O974/SAEF 2/01 CHRISTINE MEAD, SECRETARY 1 , ' ' aD A registered trademark of SAFECO Corporation 1 0/22/2004 PDF As.a surety bond customer of one of the SAFECO Insurance companies (SAFECO Insurance Company of America, Generallnsuranl;e Company of America , FIrst NaUonallnsurance Company of America, AmericanStates Insurance Company or American Economy Insurance Company), it Is our duly to notify you Ihal'the Terrorism Risk Insurance Act of 2002 extends fo . surety Insurance". This means that under certaIncircumstances we may be eJ/gib/e for reimbursement of certefn surety bond losses by the Unfted Statesgovernment under. a formula established by this Act. Under this fennuls, the UnRed Stales government pays 90% of fO6SeS caUSed by certified acts of terrorism thatexceed a slalulorify established deductible fD be paid by the Insurance company providing the bond. The Act also estabnshes a $100 bllDon cap for II)e tcIaI of aU losses 10 be pald by aliinsuleno for certified acts ofterrorism. losses on some or all of your bonds may be subject to this cap. IMPORTANT NOTICE TO SURETj BOND CUSTOMERS' REGARDfNGTHE TER (8M RISK SURANCE AC . OF 2002 ThIs nob not mOdify any of the existing terms and conditions of this bond, the underlying agreement 'guaranteed by this bond. any statutes gOverning the teRnS of this bond or any generany appncable rules of law"" At this Ome there is no premium change resulting from this Act. . .. . S-82481GEEF 2103 FRP Fl1 5 A F e O'SAFECO Insurance Company PO Box 34526 Seattle, WA 98124-1526 Bond 6332367 LICENSE OR PERMIT BOND KNOW ALL BY THESE PRESENTS, That we sac Long Distance LLC dba sac Long Distance as Principal, of 5850 W. Las Positas Blvd. (Street and Number)Pleasanton California 94588 and the SAFECO INSURANCE COMPANY OF(City) (State) AMERICA , a WASHINGTON corporation, as Surety, are held and firmly bound unto the Idaho Public Utilities Commission , 472 W. Washington, Boise, , as Obligee, in the sum of Ten Thousand and 00/100 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Dollars ($ 000. for which sum, wen and truly to be paid, we bind ourselves, our heirs, executors, administrators, successors and assigns jointly and severally, finnly by these presents. Sealed with our seals, and dated this 18th day of April , 2005 THE CONDITION OF THIS OBLIGATION IS SUCH, That WHEREAS, the Principal has been or is about to be granted a license or permit to do business as a provider of Telecommunications Services in the State of Idaho by the Obligee. NOW, THEREFORE, if the Principal well and truly comply with applicable local ordinances, and .conduct business in conformity. therewith, then this obligation to be void; otherwise to remain in full force and effect. PROVIDED, HOWEVER: 1. This bond shall continue in force: D Until the Surety , or until the date of expiration of any Continuation Certificate executed by Until canceled as herein provided. 2. This bond may be canceled by the Surety by the sending of notice in writing to the Obligee, stating when, not less than thirty days thereafter, .liability hereunder shall terminate as to subsequent acts or omissions of the Principal. This 'bcincf'iireff~Gtive February 19, 2005. ' ~\\\~Ultl"'j/f ,\\' i'; , .. .,.... -', ' (,t"" ' (,. ((' ~J ;;"' ,:" '-':' ':, ",,- ~L:) ;,......." .. s- i 235/SAEF 3/01 sac Long Distance LLC dba sac Long Distance -- ........' ' Principal I tLhe..'\ t;'-- .. - k ,,(...~ Thomas S. Clemens Asst Treasurer r:~,Attorney-in-Fact :~,":' r;~ .- ,, ".. J f .. . 4!) A registered trademark of SAFECO Corporation FRPThis bond replaces SAFECO bond #6259870. " ~ S A F POWER OF ATTORNEY SAFECO INSURANCE COMPANY OF AMERICA GENERAL INSURANCE COMPANY OF AMERICA HOME OFFICE: SAFECO PLAZA SEATTLE. WASHINGTON 98185 No. 9S72 KNOW ALL BY THESE PRESENTS: That SAFECQ INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA, each a Washington corporation, does eachhereby appoint .***.u..*****...**.,...... RONALD 1. WALTON; JANET M. DUNCAN; JONATHAN P. KLUG; KENNETH C. LONG; San Antonio, Texas """...".**."". its true and lawful attorney(s)-in-fact, with full authority to execute on its behalf fidelity and surety bonds or undertakings and other documents of a similarcharacter issued in the course of its business, and to bind the respective company thereby. IN WITNESS WHEREOF, SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA have each executed andattested these presents this 22nd day of October ~k fC- ~\~ MIKE MCGAVlCK, PRESIDENT , 2004 CHRISTINE MEAD, SECRETARY CERTIFICATE Extract from the By-Laws of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA: Article Vo Section 13. - FIDELITY AND SURETY BONDS '" the President, any Vice President, the Secretary, and any Assistant Vice President appointed for that purpose by the officer in charge of surety operations, shall each have authority to appoint individuals as attorneys-in-fact or under other appropriate titles with authority to execute on behalf of the company fidelity and surety bonds and other documents of similar character issued by the company in the course of itsbusiness... On any instrument making or evidencing such appointment, the signatures may be affixed by facsimile. On any instrument conferring such authorityor on any bond or undertaking of the company. the seal, or a facsimile thereof, may be impressed or affixed or in any other manner reproduced; provided,however, that the sea! shall not be necessary to the validity of any such instrument or undertaking. Extract from a Resolution of the Board of Directors of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA.adopted July 28. 1970. On any certificate executed by the Secretary or an assistant secretary of the Company setting out, (i) The provisions of Article V. Section 13 of the By-Laws, and (ii) A copy of the power-of-attorney appointment, executed pursuant thereto, and(iii) Certifying that said power-of-attorney appointment is in full force and effect the signature of the certifying officer may be by facsimile, and the seal of the Company may be a facsimile thereof. , Christine Mead, Secretary of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA, do hereby certify that the foregoing extracts of the By-Laws and of a Resolution of the Board of Directors of these corporations, and of a Power of Attorney issued pursuant thereto,are true and correct, and that both the By-Laws, the Resolution and the Power of Attorney are still in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the facsimile seal of said corporation this 18th day Apri 1 2005 CHRISTINE MEAD, SECRETARY 0 tor: ,,;., .' Qi) A registered trademark of SAFECO Corporation 10/22/2004 PDF ' " ACKNOWLEDGMENT BY SURETY STATE Texas 5S.County of Bexar On this 18110 day of April , 2005 , before me personally appeared Kenneth C. Long , known to me to be the Attorney-in-Fact of SAFECO Insurance Company of America , the corporationthat executed the within instrument, and acknowledged to me that such corporation executed the same. IN WITNESS WHEREOF, I have herellilto set my hand and affIXed my official seal, at my office in the aforesaidC~unty, the day and year in this certificate fIrst ab~ve written. My Commission Expires:y/~~!cr d\"~~U~~II,,JOHN C. METZ ~W~~ Notary Public. State of ~exas ~ ~ ::..~ My Commission Expires -:.:p..;;.. .'~" ril 25, 2005":'I~(\ (Seal) O230/GEEF 2/98 IMPORTANT NOTICE TO SURETY BOND CUSTOMERS' REGARDINGTHE NCE ACT. OF 2002 As.a surety bond customer of one of the WECO Insurance companies (SAFECO Insurance Company ofAmerica, Generallnsuran~e Company of America, FIrst NaUonallnsurance Company of America, AmericanStates Insurance Company or American Economy Insurance Company), ft is our duty to notifY you thatiheT elTOr/sm Risk Insurance Act of 2002 extends ~ . surety Insurance , This means that under certaincircumstances we may be eRglb1e for reimbursement Of certain surety bond losses by the United Statesgovernment under. a formula established by this Act Under Ihls formula, Ihe United Stales government pays 90% of losses causl!d by cer1ifil!d acts of terrorism thatexceed a statutorily established deduclible 10 be paid by the Insurance company provlcfmg the bond. The Act also eslabnshes a $100 bRilon captor II)e IDIaI of all losses to be pald by an Insurers tor certJljed acts of terrorism. losses on some or all of your bonds may be subject to this cap. ThIs notice d~ not modify any of the existing terms and COIldi1lons of this bond, the underlying agreement.guaranteed by this bond, any slalutes governing the terms of this bond or any generally applicable rules oflaw. '. At this time there is no premium change resulting from this Act. . .. . S.e248/GEEF 2/03 FRP cHand + Kni ght Tel. 202 955 3000 Fax 202 955 5564 Holland & Knight LLP 2099 Pennsylvania Avenue. N.W., Suite 100 Washington. D.C. 20006 www.hklaw.com ORIGINAL Eric Ashman 202 828 1849 eric.fishma~klaw.com May 4, 2005 VIA FED EX Jean Jewell, Secretary Idaho Public Utilities Commission 472 West Washington Boise, Idaho 83702 Re:Advice Letter 76 of SBC Long Distance, LLC d/b/a SBC Long Distance Dear Ms. Jewell: Enclosed please. find for filing an original and two (2) copies of the proposed localexchange I4aho Tariff No. 6 ofSBC Long Distance, LLC d/b/a SBC Long Distance. The enclosed tariff adopts the terms and .conditions of the current filed local exchangetariff of SBC Long Distance s predecessor-ill-interest, SBC Long Distance, Inc., Idaho TariffNo., modifying that tariff only to reflect the company s conversion to a limited liabilitycompany. SBC Long Distance, LLC hereby asks for a one day approval of this minor tariffchange. Please date-stamp the extra copy of this letter, and return it to the undersigned in theenclosed, self-addressed envelope. Should you have any questions regarding this matter, please feel free to contact the undersigned counsel directly. Eric Fishman Counsel to SBC Long Distance, LLC d/b/a SBC Long Distance # 2751305 ,... H 0 II and + Kn 9 h t Tel 202 955 3000 Fax 202 955 5564 Holland & Knight LLP 2099 Pennsylvania Avenue. N.w.. Suite 100 Washington. D.C. 20006 www.hklaw.com ORIGINAL Eric. Ashman 202 828 1849 eric.fishma~klaw .com May 4, 2005 VIA FEDEX Jean Jewell, Secretary Idaho Public Utilities Commission 472 West Washington Boise, Idaho 83702 Re:Advice Letter 77 of SBC Long Distance, LLC d/b/a SBC Long Distance. Dear Ms. Jewell: Enclosed is the original and two (2) copies of the proposed interexchange Idaho, Tariff No.7 ofSBC Long Distance, LLC d/b/a SBC Long Distance. The enclosed tariff adopts the terms and conditions of the current filed interexchangetariff of SBC Long Distance s predecessor-in-interest, SBC Long Distance, Inc., Idaho TariffNo., modifying that tariff only to reflect the company s conversion to a limited liabilitycompany. SBC Long Distance, LLC hereby asks for a one day approval of this minor tariff change. . Please date-stamp the extra copy of this letter, and return it to the undersigned in the enclosed, self-addressed envelope. Should you have any questions regarding this matter, please feel free to contact the undersigned counsel directly. Sincerely, Eric Fishman Counsel to SBC Long Distance, LLC d/b/a SBC Long Distance # 2751305