ACCEPTANCE AND AGREEMENT
Exhibit 10.17
Stephen E. Smith Group Vice President | ||
1717 Arch Street 21st Floor Philadelphia, PA 19103 | ||
Phone ###-###-#### Fax ###-###-#### ***@*** |
August 29, 2005
Paradise HoldCo, Inc.
c/o The Carlyle Group
Attention: James A. Attwood, Jr.
520 Madison Avenue, 41st Floor
New York, NY 10022
Latham & Watkins LLP
Attention: R. Ronald Hopkinson
885 Third Avenue
Suite 1000
New York, NY 10022
Subject: Amendment No. 4 of Transition Services Agreement
Reference is made to the Transition Services Agreement by and among Verizon Information Technologies LLC (successor to Verizon Information Technologies Inc.), Hawaiian Telcom HoldCo, Inc. (f/k/a Paradise HoldCo, Inc), Hawaiian Telcom Communications, Inc. (f/k/a Paradise MergerSub, Inc.) and Verizon Hawaii Inc. dated May 21, 2004, as amended on August 27, 2004, April 8, 2005 and April 28, 2005 (herein the Transition Services Agreement). Capitalized terms used therein have the meanings assigned in the Transition Services Agreement or the Merger Agreement, as applicable, unless otherwise defined herein. The parties hereby agree to amend and restate Schedule C (O-3) Federal Tariff Services, Description paragraph and paragraphs numbered 1,3, 5 and 9 as follows:
DESCRIPTION
From the closing date of the transaction through October 18, 2005, Supplier will provide Surviving Corporation federal tariff services, as detailed in Schedule O-3. Suppliers federal tariff services shall be limited only to those services specifically detailed in Schedule O-3.
1. Supplier will provide federal tariff services as detailed herein for the period following the Closing Date until October 18, 2005 (Services Period).
3. Supplier will permit Surviving Corporation to concur in Suppliers Federal Tariffs during the Services Period. To effectuate the concurrence:
a. Surviving Corporation shall prepare a letter of concurrence, and other required filings, permitting Surviving Corporation to concur in the Suppliers Federal Tariffs. Surviving Corporation shall provide Supplier two (2) copies of said concurrence letter, and other required filings, at least fifteen (15) days prior to the effective date of concurrence, or as required.
b. Supplier shall revise Suppliers Federal Tariffs to permit the concurrence and file the concurrence letters, and other required filings, with the Federal Communications Commission (FCC).
5. Surviving Corporations concurrence in Suppliers Federal Tariffs shall terminate at the end of the Services Period, on October 18, 2005. On October 3, 2005, Supplier will prepare and file with the FCC on fifteen (15) days notice a revocation notice revoking Surviving Corporations concurrence in Suppliers Federal Tariffs and removing from the Suppliers Federal Tariffs all rates, terms, and conditions for the Hawaii study area and any reference to Surviving Corporation.
9. To facilitate Surviving Corporations development of its own federal tariffs, within ten (10) business days after the Closing Date, and one (1) business day before the end of the Services Period, Supplier shall provide Surviving corporation electronic copies of the then-current version of the Federal Tariffs prepared by Supplier and on file with the FCC, which Surviving Corporation may use at its own risk as a reference in developing its own federal tariffs.
The balance of Schedule C (O-3) shall continue and remain without change.
Sincerely
Verizon Information Technologies LLC | ||
By: | /s/ Stephen E. Smith | |
Stephen E. Smith Authorized Representative |
ACCEPTANCE AND AGREEMENT
The undersigned authorized representatives of Hawaiian Telcom HoldCo, Inc. (f/k/a Paradise Holdco, Inc.) and Hawaiian Telcom Communications, Inc. (f/k/a Paradise MergerSub, Inc.) hereby accept and agree with the above described amendment to the Transition Services Agreement
Acceptance and Agreement
Amendment No.4 of Transition Service Agreement
HAWAIIAN TELCOM HOLDCO, INC. | ||
By: | /s/ Alan M. Oshima | |
Name: | Alan M. Oshima | |
Title: | SVP, General Counsel & Secretary | |
Date: | September 16, 2005 |
HAWAIIAN TELCOM COMMUNICATIONS, INC. | ||
By: | /s/ Alan M. Oshima | |
Name: | Alan M. Oshima | |
Title: | SVP, General Counsel & Secretary | |
Date: | September 16, 2005 |