p.a. elliott, k, elliott

ScoTT ELLIQTr

ELLIOTT k, ELLIOTT, P.A.ATTORNEYS AT LAW

1508 Lady StreetCOLuMstA, Sotrm CAttoUNA 29201

May 19, 2016

TlzsrttcNs (803) 771-0555FAcsrMus (803) 771-8010

VIA E FILING & U.S. POSTAL SERVICEJocelyn D. Boyd, EsquireChiefClerk snd AdministratorSouth Camlina Public Service Commission101 Executive Center DriveColumbia, SC 29210

RE; Application ofeNetworks, LLC For a Certificate ofPublic Convenience andNecessity to Provide Interexchange snd Local Exchange TelecommunicationsServices and for local service offerings to be regulated in accordance withprocedures authorized for NewSouth Communications in Order No. 98-165 inDocket No. 97-467-C; and for interexchange service offerings to be regulated inaccordance with procedures established for alternative regulation in Order Nos. 95-1734 and 96-55 in Docket No. 96-661-C.

Dear Ms. Boyd:

Enclosed please find for filing the Application ofeNetworks, LLC in the above matter. Also enclosedis a Motion for Protective Treatment seeking confidential treatment of eNetworks's financialstatements and information found in Exhibit C (of the Application) filed under seal. A copy ofExhibit C containing the confidential financial records and information is being filed with the PublicService Commission by mail under seal. Also enclosed is a Certificate of Service on the Oflice ofRegulatory Staff.

If you have any questions, or if I may provide you with any additional information, please do nothesitate to contact me.

SMbkEnclosurescc: C. Dukes Scott, Esquire w/enc.

STATE OF SOUTH CAROLINABEFORE THE SOUTH CAROLINA PUBLIC SERVICE COMMISSION

In re:

Application of eNetworks, LLCFor a Certificate of PublicConvenience and Necessity toProvide Interexchange andLocal Exchange TelecommunicationsServices and for local service offerings to beregulated in accordance with proceduresauthorized for NewSouth Communicationsin Order No. 98-165 in docket No. 97-467-C;and for interexchange service offerings to beregulated in accordance with proceduresestablished for alternative regulation inOrder Nos. 95-1734 and 96-55 inDocket No. 95-661-C.

)))) DOCKET NO.))))))))))))

APPLICATION OF ENETWORKS LLC

FOR AUTHORITY TO PROVIDE RESOLD AND FACILITIES-BASED

LOCAL EXCHANGE AND INTEREXCHANGE SERVICE

eNetworks, LLC ("eNetworksn or "Applicant" ), pursuant to S.C. Code Ann. I'l 56-9-

280(B)'nd Section 253 of the Telecommunications Act of 1996, respectfully submits this

Application for Authority to Provide Facilities-Based Local Exchange and Interexchange Service

("Application") in the State of South Carolina and for local service offerings to be regulated in

accordance with procedures authorized for NewSouth Communications in Order No. 98-165 in

docket No. 97-467-C; and for interexchange service offerings to be regulated in accordance with

1As amended by Act No. 354, signed by the Governor on June 6, 1996.

2Telecommunications Act of 1996, 47 U.S.C. I 253 (1996).

procedures established for alternative regulation in Order Nos. 95-1734 and 96-55 in Docket No.

95-661-C.

The Applicant, eNetworks, proposes to deploy underground and/or aerial fiber optic

cable along with fiber and outdoor metro cell nodes. (A metro cell node is comprised of

equipment and an antenna most typically mounted on or near a utility pole or light pole.) Over

20,000 such nodes have been deployed across the United States (though not by Applicant). The

footprint of a node is typically far, far less intrusive to a municipality than that of a traditional

macro cell (i.e., cell tower). Applicant may rely on existing in&astructure (such as leasing fiber

or using pole attachments) to deploy its network in some cases. Applicant will, generally,

construct its own facilities. Applicant proposes to lease its facilities to wireless carriers in order

for the carriers to activate small cell antennas. The antennas will be owned and operated by the

wireless carriers. The Applicant will maintain ownership of the fiber and lease the fiber to

wireless carriers on individual case basis (ICB) arrangements. The proposed locations and routes

of Applicant's facilities have not been determined at this time. Applicant requests authority to

provide service throughout the State of South Carolina.

In support of its Application, eNetworks states as follows:

I. Introduction

The name and address of the Applicant are:eNetworks, LLCGina Lawrence, CFOOne Mallard Pointe11020 David Taylor Drive, Suite 103Charlotte, North Carolina 28262Telephone: (704) 226-5445Fax: (704) 230-1172

2. All correspondence, notices, inquiries and other communications regarding thisApplication should be directed to:

Scott Elliott, Esq.Elliott & Elliott, P.A.1508 Lady StreetColumbia, SC 29201Telephone: 803/771-0555Facsimile: 803/771-8010Email:

In support of this Application, the following exhibits are attached hereto:

d.e.

Exhibit A - eNetworks'ertificate of Incorporation filed with theSecretary of State for the State of Delaware;Exhibit B - eNetworks'ertificate ofAuthority to Operate in SouthCarolina as a Foreign Corporation;Exhibit C - eNetworks'roposed balance sheet, income statement, andstatement of cash flows through fiscal year 2019 and audited financialstatements for Essentia for fiscal years 2013-2015;Exhibit D - Biographies of selected eNetworks management;Exhibit E - Proposed Tariff.

II. Descri tion of the A licant

1. General Information

Applicant is a Delaware limited liability company, which was formed on March

28, 2016. The company is headquartered at One Mallard Pointe, 11020 David Taylor

Drive, Suite 103, Charlotte, North Carolina 28262.

2. Customer Service

eNetworks'ustomers may place service orders during normal business hours

from 9 A.M. to 5 P.M. on weekdays. Questions relating to other customer care matters

will be fielded on a normal business hour basis by telephone, e-mail, or other methods of

contact. Customers will be able to contact Applicant by phone message or e-mail during

non-business hours. Applicant is in the process of acquiring a toll-free number and will

provide it to Staff when it is operationaL

III. eNetworks Possesses the Technical Mana erial and Financial Ex ertise Necessa to

Provide Local Exchan e and Interexchan e Service

The Applicant eNetworks was formed in 2016 to deploy underground and/or aerial fiber

optic cable in States in which it is seeking certification. The Applicant is a member managed

limited liability company with two Members who are identified in Exhibit D. The Applicant will

retain the services ofEssentia, Inc., successor to Utilipath, LLC, and rely upon the experience

and expertise of its organization to provide the services for which it is seeking authority in South

Carolina. Accordingly, eNetworks possesses the requisite technical, financial and managerial

capabilities to operate as a competitive telecommunications provider. These capabilities are

explained in detail below.

1. Financial Qualifications

Applicant is a newly formed company has does not yet possess certified financial

statements. Applicant's projected financial statements, including a balance sheet, income

statement, and statement of cash flows through fiscal year 2019, are attached hereto as Exhibit C.

The audited financial statements of Applicant's affiliate Essentia for fiscal years 2013-2015 are

attached hereto as Exhibit C. Essentia intends to provide all necessary startup capital for

Applicant.

2. Managerial Qualifications

The following persons as Officers of Applicant:

~ Co-Chief Executive Officer — Jarrod Tyson Hayes329 11'treetAtlantic Beach, FL 32223

~ Co-Chief Executive Officer — Baxter McLindon Hayes3000 1" Street SouthJacksonville Beach, FL 32250

~ President — Mark Allen Frazier28105 Perdido Beach Blvd, Apt. COrange Beach, AL 36561

~ Vice President — Michael Gary Buss1677 Monterey Dr.Clearwater, FL 33756

~ Chief Financial Officer — Gina Lawrence11020 David Taylor Dr, Suite 103Charlotte, NC 28262

Biographical sketches for each officer are attached as Exhibit D.

The Applicant's'enior management team is highly skilled, having acquired considerable

experience in the telecommunications industry. eNetworks has extensive experience in the

technical, managerial, and financial aspects of the telecommunications industry.

3. Technical Qualifications

Applicant's key management personnel have significant business and telecommunications

experience. Applicant is currently authorized to provide local exchange and interexchange

services in Kentucky and Wisconsin. eNetworks is in the process of obtaining authorization to

provide local and interexchange service nationwide. No such applications have been denied.

Applicant will also rely upon the technical expertise and telecommunications experience of its

underlying carriers.

eNetworks is technically qualified to provide local exchange and interexchange

telecommunications services in South Carolina.

IV. A royal of eNetworks' lication is in the Public Interest

Granting eNetworks'pplication is consistent with S.C. Code Ann. t'l 58-9-280(B), as

amended by 1996 Act No. 354, and, in that regard Applicant makes the following representations

to the Commission:

a. Applicant possesses the technical, financial, and managerial resources sufficientto provide the services requested;

b. Applicant's services will meet the service standards required by the Commission;

The provision of local and interexchange services by Applicant will not adverselyimpact the availability of affordable local and interexchange service;

Applicant, to the extent it is required to do so by the Commission, will participatein the support of universally available telephone service at affordable rates; and,

e. The provision of local and interexchange services by Applicant will not adverselyimpact the public interest.

The demands of a competitive market are a better means to achieve affordability and

quality of service than a monopoly environment. As competitors vie for market share, they will

compete based upon price, innovation and customer service.

Those providers trust that offer consumers the most cost effective products will gain

market share. In contrast, providers whose products do not meet the needs of consumers will

lose market share and, ultimately, be eliminated from the industry.

Additionally, eNetworks'nny into the local exchange and interexchange markets will

not unreasonably prejudice or disadvantage any telephone service providers. Incumbent local

exchange carriers presently serve a large majority of the local exchange customers in South

Carolina. The major advantages of incumbency (i.e., ownership of the existing local network as

well as access to, and long-standing relationships with, every local customer) constitute a

substantial obstacle to new entrants. Moreover, exchange services competition will stimulate the

demand for the services supplied by all local service carriers, including those of the incumbent

LECs. Thus, in a competitive market, there will be increased potential for such LECs to generate

higher revenues. Additionally, in a competitive market, incumbent providers will have market

incentives to improve the efficiency of their operations, thereby reducing their costs and

ultimately their profit margins. Finally, it is important to recognize that in a competitive market,

incumbent LECs will derive revenues from both resellers of their local exchange and

interexchange services as well as facilities based competitive local exchange providers.

A competitive local and interexchange service market comprised of incumbents and

competitive providers such as eNetworks will offer consumers a competitive option and,

therefore, will better satisfy the needs of various market segments. In this regard, approval of

this Application is clearly in the public interest.

V. Tariff

The Applicant submits contemporaneously with this application its proposed tariff

(Exhibit E), which contains a description of services to be provided, all rules and regulations

applicable to such services, and proposed rates for such services.

VI. Walvers and Re ulato Cpm liance

eNetworks requests that the Commission grant it a waiver of those regulatory

requirements inapplicable to competitive local service providers such as eNetworks. Such rules

are not appropriate or necessary for competitive providers and constitute an economic barrier to

entry into the local exchange market.

1. Financial Record-Keeping System

a. eNetworks respectfully requests that it be exempt from any record-keeping

rules or regulations that might require a carrier to maintain its financial records in conformance

with the Uniform System of Accounts ("USGA"). The USGA was developed by the FCC as a

means of regulating telecommunications companies subject to rate base regulation.

b. As a competitive carrier, eNetworks maintains its book of accounts in

accordance with Generally Accepted Accounting Principles ("GAAP"). Neither the FCC, nor

the Commission, has required eNetworks to maintain its records under the USGA for purposes of

eNetworks interexchange operations. Thus, eNetworks does not possess the detailed cost data

required by USGA, nor does it maintain detailed records on a state-specific basis. As a

competitive provider, eNetworks'etwork operations are integrated to achieve maximum

efficiency. Having to maintain records pertaining specifically to its South Carolina local service

operations would place an extreme burden on eNetworks.

c. Moreover, eNetworks asserts that because it utilizes GAAP, the

Commission will have a reliable means by which to evaluate eNetworks'perations. Therefore,

eNetworks hereby respectfully requests to be exempt from the any USDA requirements of the

Commission.

d. In addition, the Company hereby respectfully requests a waiver of 26 S.C.

Code tk Ann. Regs. 103-610, which requires books and records to be kept in the State of South

Carolina, but rather, the Company desires to keep its books and records at its principal place of

business.

2. Local Exchange Directories

Applicant respectfully requests a waiver of the requirement in Rule 103-631 to

publish and distribute local exchange directories.

3. Flexible Regulation of Local Services and Alternative Regulation of

Interexchange Services

Applicant respectfully requests that its local service offerings be regulated in


docket No. 97-467-C. Addinonally, Applicant respectfully requests that its interexchange

service offerings be regulated in accordance with procedures established for alternative

regulation in Order Nos. 95-1734 and 96-55 in Docket No. 95-661-C.

4. Marketing Practices

Pursuant to the South Carolina Public Service Commission's Order No. 95-658 (issued

March 20, 1995), Applicant makes the following affirmation relating to the Applicant's

provision of services:

As a telephone utility under the regulation of the Public Service Cominission of South

Carolina, Carrier does hereby assert and affirm that as a provider of intrastate

telecommunications service, Carrier will not indulge or participate in deceptive or misleading

telecommunications marketing practices to the detriment of consumers in South Carolina, and

will comply with those marketing procedures, if any, set forth by the Public Service

Commission. Additionally, Carrier will be responsible for the marketing practices of its

contracted telemarketers for compliance with this provision. Carrier understands that violation

of this provision could result in a rule to show cause as to the withdrawal of its certification to

complete intrastate telecommunications traffic within the state of South Carolina.

5. Maps

Applicant's local exchange calling areas will initially mirror the service areas of the

incumbent local exchange carriers; therefore, Applicant hereby respectfully requests a waiver of

the map-filing requirement pursuant to 26 S.C. Code & Ann. Regs. 103-612.2.3 and of 26 S.C.

Code Ann. Regs. 103-631 requiring publication of directories.

VII. Conclusion

This Application demonstrates that eNetworks, LLC, possesses the technical, financial

and managerial resources to provide resold and facilities-based local exchange and interexchange

service in the State of South Carolina. Furthermore, granting this Application will promote the

public interest by increasing the level of competition in the South Carolina telecommunications

market. Ultimately, competition will compel all exchange telecommunications service providers

to operate more efficiently and pass the resultant cost savings on to consumers. In addition, as a

result of competition, the overall quality of local exchange and interexchange service will

improve. As stated above, Applicant does not intend to provide local service, by its own

facilities or otherwise, to any customer located in a rural incumbent LEC's service area, until

Applicant provides such LECs notice of intent at least 30 days prior to the date of the intended

10

service.

Wherefore, eNetworks, respectfully petitions this Commission for authority to operate as

a reseller and facilities-based provider of local exchange and interexchange telecommunications

services in the State of South Carolina and for local service offerings to be regulated in


docket No. 97-467-C; and for interexchange service offerings to be regulated in accordance with

procedures established for alternative regulation in Order Nos. 95-1734 and 96-55 in Docket No.

95-661-C, in accordance with this Application and for such other relief as it deems necessary and

appropriate.

Respectfully submitted,

Elliott & Elliott, P.A.1508 Lady StreetColumbia, SC 29201(803) 771-0555 (Telephone)(803) 771-8010 (Facsimile)

(E-Mail)

AttorneyforApplicant

May 19, 2016

11

EXHIBIT "A"CERTIFICATE OF INCORPORATION

12

DelawareThe First State

Page 1

Z, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF

DELAWARE, DO BEREBY CERTZF1'BE ATTACHED ZS A TRUE AND CORRECT

COPY OF THE CERTZFZCATE OF FORNATZON OF nENETWORKS, LLC», FZLED

ZN THZS OPFZCE ON TBE TWENTY-EZGHTB DAY OF MARCH, A.D. 2016 AT

8r44 O'LOCK A.M.

6000110 8100SR¹ 20161897650

you may verify this certlRcate online at corp.delaware.gov/authver.shtml

Authentication: 202048341Date: 03-28-16

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DOMOO df CdlfdlesbdIDD~ MDISIIMIDIOIIOIIID MOISMOOISMII

SD MIIIMMIS - Dl Idbbff MMIDI

STATE ofDELAWARELIMITED LIABILITY COMPANYCERTIFICATE ofFORMATION

First: The name of the limited liability company is eNatworks, LLC

Second: The address of its registered office in the State ofDelaware is

2711 Centervfiie Road, Suite 400 in the City of Wilmington

Zip code 18606 . The name of its Registered agent at such address isCorporation Service Company

Third: (Use this paragraph only if the company is to have a specific etfective date ofdissolution: "The latest date on which the limited liability company is to dissolve isN/A \I)

In Witness Whereof, the undersigned have executed this Certifi

25th day of March 2016

By:

Name. Emn L. Jensen

EXHIBIT "B"CERTIFICATE OF AUTHORITY

13

e tate rolina

Office ofSecretary ofState Mark Hammond

Certificate of Authorization

I, Mark Hammond, Secretary of State of South Carolina Hereby certify that:

ENETWORKS LLC, A Limited Liability Company duly organized under the laws ofthe State of DELAWARE, and issued a certificate of authority to transact business inSouth Carolina on April 13th, 2016, with a duration that is at will, has as of this datefiled all reports due this office, including its most recent annual report as required bysection 33-44-211, paid all fees, taxes and penalties owed to the Secretary of State,that the Secretary of State has not mailed notice to the company that it is subject tobeing dissolved by administrative action pursuant to section 33-44-809 of the SouthCarolina Code, and that the company has not filed a certificate of cancellation as ofthe date hereof.

Given under my Hand and the Great Seal of theState of South Carolina this 13th day ofApril,2016

Mark Hammond, Secretary of State

EXHIBIT "C"FINANCIAL INFORMATION

14

BEFORE THE

PUBLIC SERVICE COMMISSION

OF SOUTH CAROLINA

In re:

Application of eNetworks, LLCFor a Certificate of PublicConvenience and Necessity toProvide Interexchange andLocal Exchange TelecommunicationsServices and for local service offerings to beregulated in accordance with proceduresauthorized for NewSouth Communicationsin Order No. 98-165 in Docket No. 97-467-C;and for interexchange service offerings to beregulated in accordance with proceduresestablished for alternative regulation inOrder Nos. 95-1734 and 96-55 inDocket No. 95-661-C.

)))) DOCKET NO.))))))))))))

APPLICATION OF ENETWORKS LLC

EXHIBIT C

Financial Statements

CONFIDENTIAL & PROPRIETARY

FILED UNDER SEAL

EXHIBIT "D"BIOGRAPHY INFORMATION

15

EXHIBIT "D"NAMES AND ADDRESSES OF APPLICANT'S MEMBERS AND OFFICERS

Applicant is a member-managed Delaware LLC with two Members:

~ Project Management and Design Services, LLC, a Delaware single-member limitedliability companyMember: Jarrod Tyson Hayes329 11 SneetAtlantic Beach, FL 32233

~ Telecommunications Strategy Consultants, LLC, a Delaware single-member limitedliability companyMember: Baxter McLindon Hayes3000 1" Street SouthJacksonville Beach, FL 32250

The Members have appointed the following persons as Officers ofApplicant:

~ Co-Chief Executive Officer — Jarrod Tyson Hayes329 11 StreetAtlantic Beach, FL 32223

~ Co-Chief Executive OQicer — Baxter McLindon Hayes3000 1" Street SouthJacksonville Beach, FL 32250

~ President — Mark Allen Frazier28105 Perdido Beach Blvd, Apt. COrange Beach, AL 36561

~ Vice President — Michael Gary Buss1677 Monterey Dr.Clearwater, FL 33756

~ Chief Financial Officer — Gina Lawrence11020 David Taylor Dr, Suite 103Charlotte, NC 28262

3 \CtientsleNetworks, LLC ¹¹923loeorgia Docnments%xbibit B - Members and Officers.docx

Essentia

Baxter McLindon "Lindon" Hayes, IIICo-Chief Executive 06icerualifications and Ex erience

Lindon Hayes is the CEO and Founder of Essentia. Essentia designs, builds, and manages voice,

data, and video networks for some of the largest companies and venues in the world. Essentia

is heavily concentrated in the following verticals:~ Telecom: Essentia serves 4 of the 5 largest US-based telcos~ CATV: 3 of the 5 largest CATV companies~ Global Systems lntegrators: 2 of the 4 largest global systems integrators~ Federal Prime Contractors: 2 of the 4 largest federal prime contractors~ Transportation: Amtrak, Federal Aviation Administration, Waste Management~ Stadiums and venues: Football stadiums (NFL and college), F1 tracks, NASCAR, MLS, NBA,

and Major League Soccer

UtilipathLindon Hayes was the Founder and Managing Member of Utilipath, LLC. Utilipath was a

nationwide network services provider and grew to become the 120th largest private companyin North Carolina in only 10 years. Utilipath was honored with the Hire Power awards from Inc.

Magazine for growing by 97 employees in one year. Other growth awards included lncMagazine's 5000 list (3 consecutive years), North Carolina Mid-Market Fast 40 (2 consecutive

years), and the Charlotte Fast 50 (2 consecutive years). Utilipath was sold to a private equityfirm in 2013 and Essentia was spun off of Utilipath.

Employment HistoryPrior to founding Utilipath Lindon was General Manager of Operations with First South Utility

Construction, a telecommunications infrastructure services company headquartered in

Greensboro, North Carolina. At First South, he managed construction projects with annualsales of $25 million, specializing in federal government, plant protection, long-haul construction,and structured cabling projects.

Lindon worked as an Equity Analyst and Portfolio Manager at Myers and Company beforejoining First South. Lindon, along with a team of three other analysts, determined capitalallocation for approximately $1 billion in assets.

Previous to his experience with Myers and Company, Lindon held the position of SeniorConsultant with Kaiser Associates, a global strategy management consulting firm whose clients

include two-thirds of the Fortune 500. At Kaiser, Lindon advised senior management of Procter

and Gamble, Raytheon, NCR, John Deere, The Mutual Group, and General Motors.

AwardsLindon has been recognized for the Charlotte 40 under 40, Florida Governor's Innovation Award,

the Top 50 Charlotte Entrepreneurs, and Movers and Shakers of Charlotte.

Education

Lindon graduated Phi Beta Kappa with Highest Honors from the University of North Carolina atChapel Hill after attending the North Carolina School of Science and Mathematics.

Jarrod T. HayesCo-Chief Executive OAicer

aiifications and Ex erience

Jarrod T. Hayes329 11 Street

Atlantic Beach, FL 32233

j arrod.hayes essentia-inc.corn(336) 215-7126

ESSENTIA, INC.August 2013 — CEO 4k Founder CHARLOTTE, NCPresent Essentia designs, deploys, and manages networks and integrated technologies for Global Integrators, Carriers,

Stadium dk Arena Platforms, Federal Integrators and Enterprises. Our customers include four of the five largest US-

based telecommunications companies, three of the four largest US-Based MSOs, two of the four largest federal

prime contractors and two of the four largest systems integrators.

UTILIPATH, LLCJuly 2003 — Co-Owner CHARLOTTE, NC

August 2013 Manage operations in 17 states for over a dozen customers including 5 of the top 7 largest wirelinecommunications companies. Manage up to 12 simultaneous projects and up to 50 in-house and subcontract crews.

Responsible for project delivery of the turnkey wireline deployments, including OSP construction, engineering,permitting, maintenance, inspection, program management, construction management, damage prevention/locateservices, equipment installation, electrical wiring, and structured cabling.

Kali@:KPldly K d&l dig kddg P 7 ly 'd d'

in 20 states. Won qualification as Master Contractor for BellSouth, AT&T, Qwest Communications, Verizon, and

Level 3. Secured $40 million in bonding capacity. Awarded program management contract by BellSouth for

Federal Aviation Administration and Veterans Administration build-outs in the southeast. Completed numerous

homeland security projects, including Ft. Bragg, Wright-Patterson, Ft. Gordon, Shaw, and Yama militaryinstallations. Completed turnkey design, engineering, and installation of a Gigabit Ethernet solution for CarolinaInternational School, which included GSP, cabling, and equipment infrastructure. Recruited superior senior

managers, mid-level managers, field and administrative personnel. Secured credit facilities sufficient to triplerevenues.

FIRST SOUTH UTILITY CONSTRUCTION, INC.June 2000—

July 2003General Manager of Operations GREENSBORO& NC

Managed 50 employees in fourteen states across four functional areas — engineering, CADD, construction, and

plant protection, Responsible for projects for three major customers representing 40% of 2003 revenue, Managed

construction, engineering, and permitting of a 1000-mile fiber optic network from Greensboro, NC to Newark, NJas part ofa $140 million turnkey contract. Reported to President.

K~dg~: d ll & 7 l d gl lly 'll**d~ y g d P

reduce risk, increase production, and reduce actual costs to 50% ofbudget. Empowered engineering and permitting

personnel by establishing cross-functional responsibilities resulting in an increase in quality and a 30% reduction in

overhead. Centralized document control in inspection and billing departments increasing accuracy of billing and

field records and effectiveness of field inspectors. Rationalized unprofitable crews, usnsferred underutilized

equipment, and redesigned billing process to transform failing operation to one of company's most profitable

operations with over 30% operating margin.

Jan. 2000-June 2000

General Manager of Administration GREENSBORO, NCManaged corporate payroll, human resources, safety, and recruiting departments including four managers and eightother personneL Reported to Chief Financial Officer.

K~lqg 'I pl dp I d g *Id p I gp d»y,eliminating overtime, and reducing overhead by 40% while corporate revenues increased by over 50%K.

BARRINGTON ASSOCIATESJuly 1998—Dec. 2000

Analyst, Investment Banking LOS ANGELES, CADeveloped valuation models used to price client companies, including valuations of publicly traded comparablecompanies, historical merger and acquisition valuations, and discounted cash flow analyses. Interacted withconsumer products manufacturers, telecommunications in&astructure services, food-processing machinerymanufacturers, and aerospace companies. Prepared information memoranda and management presentations used inmarketing client companies to potential strategic and financial acquirers. Led due diligence interviews andparticipated in negotiations involving client company executive officers, senior investment bankers, and potentialacquirers.K~II: guyu I Ill d \, d I d p Pll dg pl lyl Id pon sell-side assignments with aggregate transaction value in excess of $300 million. Marketed client companiesdomestically and internationally to potential strategic and financial acquirers resulting in exceptional valuations andsignificant shareholder liquidity.

EDUCATION

2003—2005

DUKE UNIVERSITYMasters of Business Administration

DURHAM, NC

1994-1998 CHAPEL HILL, NCUNIVERSITY OF NORTH CAROLINABachelor of Science with Honors and Highest Distinction in Business Administration~ Overall GPA 3. 8~ Honors Thesis - The Effects of the Deregulation ofthe Electric Utility industry on Executive Compensation~ Earned T.N. Norwood, Fred B. James, and ABC Scholarships for academic excellence~ Gamma Sigma Alpha national honor &eternity, Golden Key national honor society, Dean's List — all semesters~ Kappa Sigma Fraternity, Treasurer and Fundraising Chairman~ Valedictorian, Hendersonville High School

Mark Austin FrazierPresident ofApplicant

ualifications and Ex erience

412-2094)000

Mark Austin FrazierOrange Beach, AL

mafrazier8000eyahoo.corn

SENIOR EXECUTIVE PROFESSIONAL

Executive expertise in creating shareholder value in the wireless technology field. Most recently, responsible for

7. 5M customers covering three states and $5B in total service revenues. Industry leading chum results that focusedon delivering positive customer experience. Region leading connections and machine to machine (IOT), one million

customers annually. Integration strategies experience including Network, HR, Finance and Legal.

Distribution-Design / Go To MarketStrategy / Employment Development-Culture

EXPERIENCE

VERIZON WIRELESS

Region Pr.sident, Warrendale, PA (2010- 2015)Spearheaded sales, revenues, network services, marketing, and overall company operations throughout theOhio/Pennsylvania/West Virginia Region. Develop and maintain a strong Regional leadership team with more than3000 employees, to achieve company goals and sales targets.

~ Established the region wide strategic direction, distribution strategy including the expansion of companyowned stores, network expansion priorities and customer experience.

~ Manage a regional budget, year over year growth, in all measurable metrics, community relations, andemployee development through a performance-driven culture. Maintain customer base of over 7.5M andservice revenues of $5B plus.

~ Implemented distribution and design strategy for over a 110 corporate owned stores, over 490 nationalretailers and over 340 local agents.

~ Serve as an active member of the communities in the region and increase market share through qualitygrowth and strong retention efforts.

Director Sales and Training Operations, Chicago, IL (2007-2010)Managed integration/communications plans to Mid West area leadership team and Alltel Mid west area core team.

~ Partnered with area/HQ business leaders to determine integration strategies with finance, marketing, IT,

network, I-IR, customer service, and legal.~ Worked with area real estate team/channels to determine sales and distribution integration strategies.~ Directed all aspects of leading, managing and developing a large remote work group consisting of Associate

Directors, Managers, Supervisors, Consultants of training, and Training Coordinators.~ Utilized business results, trends and internal customer feedback to develop, implement and track the

effectiveness of training solutions that assist in the achievement of key perfonnance indicators induding but

not limited to gross adds, revenue growth, customer retention and customer satisfaction.~ Accountable for achieving training team productivity objectives including platform, cumculum development,

project management, reporting and analysis and professional development.~ Directed the building, implementing, tracking, trending and analyzing training effectiveness of training

programs delivered to area employees including but not limited to new hire, embedded base, systems,product and services and operations.

~ Created extensive interaction with other functional deparknents especially National Workforce Development.

Area Sales, Marketing, Customer Service and Finance to drive increased employee capabilities and Key

Performance indicators.

Director Retail Sales, Southfield, Ml (2004- 2007)Established a performance management culture responsible for managing operations, budgeting, sales and revenuequota for 125 locations. Recommend, develop and implement sales, marketing and merchandising businessstrategies. Trade area propensity annalist.

Mark Austin grazier, 412-2004I000 Page 2

(Director Retail Sales, continued)~ Increase presence in the community by developing relationships with local Chamber of Commerce personal.

Managed and oversaw third party vendor relationships. Ensures service vendor is providing customerservice and resolving technical issues in a timely and effective manner.

~ Led identification of new store location, store retmfits and handled facilities opening of new locations.~ Staffing and development for the new store channel. Foster leadership qualities in retail sales district

managers to motivate and coach their teams to achieve high performance results. Ensure channelcompliance with business code of conduct and sales compensation plan.

~ Monitor financial reporting, budget reporting and sales reporting for all retail locations. Take action based onreports to improve performance.

~ Customer retention issues evaluated to identify opportunities to work cross-functional with other businessunits. Serve as a senior management escalation point for customer issues. Work to develop customerretention tools. Postpaid chum .82 of 7.5 million customers

Director Business Sales, St. Louis, MO (2001 — 2007)Directed the strategic and technical management of the business sales channel.

~ Created new culture of the market to increase growth and penetration,~ Developed sales plans and strategies to achieve sales goals and objectives to attain net adds, increase

ARPU, manage churn and increase market penetration.~ Handle the management and development of business channel employees as well as operations

management of the channel with regards to systems, process and budgets.~ Implemented Major and Nafional account penetration programs.~ Developed Balanced performance plans for the region.~ Increased overall productivity per rep based on balanced performance.~ Implemented quarterly regional business summit operation reviews.

Director Strategic Sales, Indianapolis, IN (04/2001 — 10/2001)Handled direct management of all sales/retention functions of the business sales channel while managing theregion'0 budget performance.

~ Overall market objechves for new account sales and profitable revenue growth.~ Development and implementation of effective sales plans.~ Monitored departmental expense and optimize impact to net income.~ Developed a Go To Market Strategy for implementation of new national retailers and local agents.

PREVIOUS EXPERIENCE

VERIZON WIRELESS - GTE MOBILENET (Acquisition), GM Indirect Sales, Indianapolis, IN

GTE MOBILENET, Business Sales Manager, Indianapolis, IN

US CELLULAR, Sales Manager, Wichita Falls, TX

EDUCATION / PROFESSIONAL DEVELOPIIENT

Business, State Technical institute of Knoxville- Knoxville, TNVerizon Leading Slg Sigma

ASSOCIATIONS I 0RGINIZATIONS

Chamber of Commerce Active Member in Multiple US CitiesDomestic Violence OH/PA/WVBoard Member Kenny Stabler Foundation

Michael BussVice President ofApplicantualifications and Ex erience

EssentiaMike serves as Essentia's VP of Operations and manages all aspects of complex companyprojects. Mike's responsibilities include delivering exceptional quality and leadership while maximizing

efficiency. His areas of responsibility and experience include:~ Underground and Aerial Fiber Engineering and Construction~ Small Cell Fiber Performance in 6 cities across the Southeast

o Orlando, FL, St. Augustine, FL, Charlotte, NC, Augusta, GA, Wilmington, NC & Charleston,

SC.

~ $3.5 Million in total projects~ Project Attributes-

o Coordinating with multiple permitting authorities to get approval in complex, historic,

high traffic areas.o 9 out of 10 Customer Satisfaction rating for Engineering Drawings

o Brought 60,000 ft. of conduit, 80,000 ft. of cable, S6 splice locations, and 30 nodesonline in 1 month.

o Placed 20,000 ft. of conduit with hand holes in 2 weekso 700,000 ft. or underground and aerial engineering completed ahead of schedule

UtilipathMike started with Utilipath in 2010 as a General Manager in the New Orleans area managing an AT&T

master contract valued at 912 million. When Utilipath took over this contract the area was recovering

from 2 major hurricanes and the city of New Orleans was underwater, Utilipath's team got the city back

up and running for AT&T. Mike's team set 10,000 utility poles in first 90 days.

Mike went on to manage severalother important contracts for Utilipath:~ Kentucky AT&T master contract covering approximately one third of the state including

Louisville and Frankfurt with a 98SS quality rating on this contract.~ Qwest/CenturyLink master contract in 9 states and performed emergency restoration,

maintenance, etc.~ Verizon/Frontier master contract in North Carolina and South Carolina with 4 offices. This

contract spanned more than 7 years including multiple renewals.

In 2014 Mike was promoted to Vice President of Operations. In this role he was responsible for

managing high profile contracts for several customers in the South East region as well as bid operations

for the company.

Mike has also been involved in all aspects of projects for USDA's Rural Utilities Service.

First SouthPrior to Utilipath Mike worked at First South Utility as Senior Construction Manger overseeing bid

construction activities. Mike oversaw construction of many hundreds of miles of fiber in areas ranging

from Oklahoma to New York, and major cities like Tulsa, Miami, Raleigh, Buffalo, Norfolk, Richmond,

Wilmington DE, and DC. The projects were valued from $ 1 million to S75 million.

Mike has completed multiple telecom builds on multiple military bases setting hundreds of manholesand miles of duct packages in very sensitive area including McDill AFB, Eglin AFB, Hurlburt Field, and

Quantico. He has also completed hundreds of miles of fiber placement on ITS projects across multiple

states.Major projects include:

~ PF.Net, Greensboro, NC to NYC — 1400 miles of cable placement which included metroareas 150 crews, 7 supervisors, 6 offices - Mike served as Senior Construction manager,all crews were under his direction, he was the direct customer interface in charge ofbilling, change orders, and scheduling. He also performed QC of inspectors and drafters.

~ MFS, from Erie, PA to Rochester, NY- Mike managed all conduit placement, fiberinstallation and splicing for more than 150 miles of construction, 40 crews, and 4 offices

spanning this 2 year long project.~ Williams Pipeline - 200 miles of fiber placement across North Carolina.~ AT&T OPTUS build Hollywood FL, 10 miles of city build to connect transatlantic cable,

resulting in nearly S3.5 million total project value.~ GaDOT, bridge conduit construction on the outer loop of Atlanta Ga prior to the

Olympics.~ TCI, Pittsburg Pa, constructed conduit systems on 20+ bridges.

Essentia

Gina LawrenceChiefFinancial Officer

ualifications and Ex eriencc

Gina Lawrence serves as Essentia's CFO overseeing the accounting, finance, payroll and tax

departments. Gina holds a variety of responsibilities including cash management, budgeting,compliance, audit, financial and strategic planning as well as leveraging enterprise corporatesystems for sound financial controls.

Utilipath

Prior to Essentia's creation from Utilipath Enterprise and Carrier Services division, Gina served

for four years as Utilipath's Controller and top accounting executive. She has an impeccablefifteen-year career history of prudent financial judgment, working in the telecommunications,construction, healthcare and finance sectors.

Employment History

Prior to Utilipath Gina was the Assistant Controller at Concrete Supply Company in Charlotte,North Carolina. At Concrete Supply Company Gina managed a wide range of accountingfunctions and assisted with several acquisitions. Gina also served as a Corporate AccountingIvianager for Health Management Associates in Naples, Florida where she had accountingoversight for 11 healthcare facilities. Gina's previous experience includes several years in

accounting roles at CEMEX, relationship administration at FleetBoston Private Bank and with

the advisory department at The Legend Group.

EXHIBIT "E"PROPOSED TARIFF

16

INITIAL TARIFF

eNetworks LLC

eNetworks, LLC PSC SC Tariff No. 1

Ori inalPa e1

Tariff Schedule Applicable to

Telecommunications Services Furnished by

eNetworks, LLC

Between Points Within the State of SouthCarolina

d: A~il XX 2016Gina Lawrence, CFOeNetworks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 7044t58-3787

Eff tt d t: ~MXX 2016

eNetworks, LLC PSC SC Tadiff No. 1

Ori inal Pa e 2

TARIFF FORMAT

A. Page Numbering - Page numbers appear in the upper right corner of the page.Pages are numbered sequentially. However, new pages are occasionally addedto the tariff. When a new page is added between pages already in effect, adecimal is added. For example, a new page added between Page 14 and 15would be 14.1.

B. Page Revision Numbers - Revision numbers also appear in the upper rightcorner of each page. These numbers are used to determine the most currentpage version on file with the Commission. For example, the 4'" revised Page 14cancels the 3" revised Page 14.

C. Paragraph Numbering Sequence - There are various levels of paragraphcoding. Each level of coding is subservient to its next higher level:

22.12.1.12.1.1.1

D. Check Sheets - When a tariff filing is made with the Commission, an updatedCheck Sheet accompanies the tariff filing. The Check Sheet lists the pagescontained 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.An asterisk designates all revisions made in a given filing (*). There will be noother symbols used on this page if these are the only changes made to it (i.e.,the format, etc. remain the same, just revised revision levels on some pages.)The tariff user should refer to the latest Check Sheet to find out if a particularpage is the most current on file with the Commission.

d: A~it XX 2616Gina Lawrence, CFOeNetworks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 704-658-3787

Ed dt d 1: ~M2026

eNetworks, LLC

CHECK SHEET

PSC SC Tariff No. 1

Ori inalPa e3

Sheets 1 through 22 inclusive of this tariff are effective as of the date shown atthe bottom of the respective sheet(s). Original and revised sheets as named belowcomprise all changes from the original tariff and are currently in effect as of the date onthe bottom of this sheet.

1

2345678910111213141516171819202122

Number of RevisionOriginalOdiginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginalOriginal

d: A~it XX 2016Gina Lawrence, CFOeNetworks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 7044f58-3787

Ett tt 6 t: ~MXX 2016


Ori ina( Pa e 4

essages ...

fferings....

Table of Contents1 GENERAL.

1.1 Explanation of Symbols1.2 Application of the Tariff.1.3 Definitions.

2 RULES AND REGULATIONS2.1 Undertaking of the Company.2.2 Obligations of the Customer2.3 Liability of the Company .

2.4 Application for Service.2.5 Payment for Service2.6 Allowance for Interruptions in Service.2.7 Special Customer Arrangements ..

2.8 Unlawful Use of Service2.9 Interference with or Impairment of Service.2.10 Telephone Solicitation by Use of Recorded M

2.11 Overcharge/Undercharge2.12 Late Payment Charges.2.13 Customer Complaints and Billing Disputes .......2.14 Taxes and Fees ..2.15 Returned Check Charge.2.16 Termination of Service ..

3 DESCRIPTION OF SERVICES3.1 Company Services .

3.2 Trial Services..3.3 Promotional Offerings.3.4 Individual Case Basis (MICBM) Offerings.3.5 Customized Pricing Arrangements (MCPAsM) 0

4 RATES AND CHARGES4.1 Calculation of Rates .

4.2 Recurring and Nonrecurring Charges.

.... 5

..... 5

...... 5.6.7.7.7.9

.111212

.13

.13

.13.... 1 3

.13

.14....14

. 14

.15

.15

.17

.17

.17

.17

.17.... 1 8

.18

.1818

d.'~Alt XX 2016Gina Lawrence, CFOeNetworks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 704-668-3787



Ori inalPa e5

1 GENERAL

1.1 Explanation of Symbols

(C) — To signify a changed regulation(D) — To signify a discontinued rate or regulation(I) — To signify an increase in a rate

(M) — To signify text or rates relocated without change(N) — To signify a new rate or regulation or other text(R) — To signify a reduction in a rate(S) — To signify reissued regulations(T) — To signify a change in text but no change in rate(Z) — To signify a correction

1.2 Application of the Tariff

1.2.1 This tariff governs the Carrier's services that originate and terminate in

South Ca ro l in a. Specific services and rates are describedelsewhere in this tariff.

1.2.2 The Company's services are available to carrier Customers.

1.2.3 The Company's service territory is throughout the State of South Carolina .

d: A~il XX 2016Gina Lawrence, CFOeNetworks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 704-658-3787

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Ori inal Pa e 6

1.3 Definitions

1.3.1 "Carrier," "Company" or "Utility" refers to eNetworks, LLC.

1.3.2 "Commission" means the South Carolina Public Service Commission.

1.3.3 "Customer" means any person, firm, corporation, or governmental entitywho has applied for and is granted service or who is responsible forpayment of service.

1.3.4 "Service" means any telecommunications service(s) provided by theCarrier under this tariff.

d: A~il XX 2016Gina Lawrence, CFOe Networks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 7044158-3787

El'1 tl d t: ~MXX 2016

eNetworks, LLC PSC SC Tarif No. 1

Ori inalPa e7

2 RULES AND REGULATIONS

2.1 Undertaking of the Company

The Company provides dark fiber, connectivity, collocation and Internet access servicesto carriers, government and business Customers.

2.2 Obligations of the Customer

2.2,1 The Customer shall be responsible for:

2.2.1.1 The payment of all applicable charges pursuant to this tariff;

2.2.1.2 Reimbursing the Company for damage to, or loss of, theCompany's facilities or equipment caused by the acts oromissions of the Customer; or the noncompliance by theCustomer, with these regulations, or by fire or theft or othercasualty on the Customer's premises unless caused by thenegligence or willful misconduct of the employees or agents ofthe Company.

2.2.1.3 Providing at no charge, as specified from time to time by theCompany, any needed space and power to operate theCompany's facilities and equipment installed on the Customer'premises.

2.2.1.4 Complying with all laws and regulations regarding the workingconditions on the premises at which the Company's employeesand agents shall be installing or maintaining the Company'sfacilities and equipment. The Customer may be required to installand maintain the Company's facilities and equipment within ahazardous area if, in the Company's opinion, injury or damageto the Company's employees or property might result frominstallation or maintenance by the Company. The Customer shallbe responsible for identifying, monitoring, removing anddisposing of any hazardous material prior to any construction orinstallation work.

2.2.1.5 Complying with all laws and regulations applicable to, and obtainingall consents, approvals, licenses and permits as may berequired with respect to, the location of the Company's facilitiesand equipment in any Customer premises for the purpose ofinstalling, inspecting, maintaining, repairing, or upon termination


Eff tl d t: ~MXX 2616


Ori inalPa e 8of service as stated herein, removing the facilities or equipment ofthe Company.

2.2.1.6 Making Company facilities and equipment available periodically formaintenance purposes at a time agreeable to both theCompany and the Customer. No allowance for interruptions inservice will be made for the period during which service isinterrupted for such purposes.

2.2.2 With respect to any service or facility provided by the Company, theCustomer shall indemnify, defend and hold harmless the Company fromall claims, actions, damages, liabilities, costs and expenses for:

2.2.2.1 Any loss, destruction or damage to property of the Company or anythird party, or injury to persons, including, but not limited to,employees or invitees of either the Company or the Customer,to the extent caused by or resulting from the negligent orintentional act or omission of the Customer, its employees,agents, representatives or invitees; or

2.2.2.2 Any claim, loss, damage, expense or liability for infringement of anycopyright, patent, trade secret, or any proprietary infringementof any copyright, patent, trade secret, or any proprietary orintellectual property right of any third party, arising from any act oromission by the Customer.

2.2.3 The Customer is responsible for ensuring that Customer-providedequipment connected to Company equipment and facilities is compatiblewith such equipment and facilities. The connection, operation, testing, ormaintenance of such equipment shall be such as not to cause damage tothe Company-provided equipment and facilities or injury to the Company'semployees or other persons. Any additional protective equipment requiredto prevent such damage or injury shall be provided by the Company at theCustomer's expense.

2.2.4 The Company's services (as detailed in this tariff) may be connected tothe services or facilities or other communications carriers only whenauthorized by, and in accordance with, the terms and conditions of thetariffs or contracts which are applicable to such connections.

2.2.5 Upon reasonable notification to the Customer, and at a reasonable time,the Company may make such tests and inspections as may be necessaryto determine that the Customer is complying with the requirements set

d: A~it XX 2D16Gina Lawrence, CFOeNetworks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 704-658-3787

Eff tf 6 t: ~td XX 2D16


Ori inalPa e 9forth in this tariff for the installation, operation, and maintenance ofCustomer-provided facilities and equipment that is connected toCompany-owned facilities and equipment.

2.3 Liability of the Company

2.3.1 In view of the fact that the Customer has exclusive control over the use ofservice and facilities furnished by the Company, and because certainerrors incident to the services and to the use of such facilities of theCompany are unavoidable, services and facilities are furnished by theCompany subject to the terms, conditions and limitations herein specified:

2.3.2 Service Irregularities

2.3.2.1 The liability of the Company for damages arising out of mistakes,omissions, interruptions, delays, errors or defects intransmission, or failures or defects in facilities furnished by theCompany, occurring in the course of furnishing service or otherfacilities and not caused by the negligence of the Customer,shall in no event exceed an amount equivalent to theproportionate charge to the Customer for the service or facilitiesaffected during the period such mistake, omission,interruption, delay, error or defect in transmission, or failure ordefect in facilities continues after notice and demand toCompany.

2.3.2.2 The Company shall not be liable for any act or omission of anyconnecting carrier, underlying carrier or local exchangeCompany except where Company contracts the other carrier; foracts or omission of any other providers of connections, facilities,or service; or for culpable conduct of the Customer or failureof equipment, facilities or connection provided by the Customer.

2.3.3 Claims of Misuse of Service

2.3.3.1 The Company shall be indemnified and saved harmless by theCustomer against claims for libel, slander, fraudulent ormisleading advertisements or infringement of copyright arisingdirectly or indirectly from material transmitted over its facilities orthe use thereof; against claims for infringement of patents arisingfrom combining or using apparatus and systems of theCustomer with facilities of the Company; and against all otherclaims arising out of any act or omission of the Customer inconnection with the services and facilities provided by the


EE tt d t: ~MXX 2616

eNetworks, LLC

Company.

PSC SC Tariff No. 1

Ori inalPa e10

2.3.3.2 The Company does not require indemnification from the Customerwhere the action for which it is seeking indemnification is basedon a claim of negligence by the Company.

2.3.4 Defacement of Premises

2.3.4.1 The Company is not liable for any defacement of, or damage to, theCustomer's premises resulting from the furnishing of service orthe attachment of equipment and facilities furnished by theCompany on such premises or by the installation or removalthereof, when such defacement or damage is not the result ofnegligence of the Company. For the purpose of thisparagraph, no agents or employees of the other participatingcarriers shall be deemed to be agents or employees of theCompany except where contracted by the Company.

2.3.5 Facilities and Equipment in Explosive Atmosphere, Hazardousor Inaccessible Locations

2.3.5.1 The Company does not guarantee nor make any warranty withrespect to installations provided by it for use in an explosiveatmosphere. Company shall be indemnified, defended and heldharmless by the Customer from and against any and allclaims, loss, demands, suits, or other action, or any liabilitywhatsoever, whether suffered, made, instituted or asserted bythe Customer or by any other party, for any personal injury to ordeath of any person or persons, and for any loss, damage ordestruction of any property, including environmentalcontamination, whether owned by the Customer or by any otherparty, caused or claimed to have been caused directly orindirectly by the installation, operation, failure to operate,maintenance, presence, condition, location, use or removal ofany equipment or facilities or the service and not due to the grossnegligence or willful misconduct of the Company.

2.3.6 Service at Outdoor Locations

2.3.6.1 The Company reserves the right to refuse to provide, maintain orrestore service at outdoor locations unless the Customer agrees in

writing to indemnify and save the Company harmless from andagainst any and ail loss or damage that may result to equipmentand facilities furnished by the Company at such locations. The


Ett tl d t: ~MXX 2tl16


Ori inal Pa e 11

Customer shall likewise indemnify and save the Company harmlessfrom and against injury to or death of any person which may resultfrom the location and use of such equipment and facilities.

2.3.7 Warranties

THE COMPANY MAKES NO WARRANTIES ORREPRESENTATIONS, EXPRESS OR IMPLIED EITHER IN FACTOR BY OPERATION OF LAW, STATUTORY OROTHERWISE, INCLUDING WARRANTIES OFMERCHANTABILITY OR FITNESS FOR A PARTICULAR USE,EXCEPT THOSE EXPRESSLY SET FORTH HEREIN.

2.4 Application for Service

2.4.1 Minimum Contract Period

2.4.1.1 Except as otherwise provided, the minimum contract period is onemonth for all services furnished. However, if a Customer notifiesthe Company within twenty days after receipt of the first bill thatcertain services or equipment are not desired, the Companywill delete such services or equipment from the Customer'account without a record keeping or service ordering charge.The Customer nonetheless shall be responsible for all monthlyusage and installation charges incurred for the use of suchservice and equipment.

2.4.1.2 The Company may require a minimum contract period longer thanone month in connection with special, non-standard types orarrangements of equipment, or for unusual construction,necessary to meet special demands for service.

2.4.2 Cancellation of Service

2.4.2.1 Where the applicant cancels an order for service prior to the start ofthe installation or special construction of facilities, no chargeshall apply, except to the extent the Company incurs a serviceorder or similar charge from a supplying carrier, if any, prior tothe construction.

2.4.2.2 Where the installation of facilities, other than those provided byspecial construction, has been started prior to cancellation, thelower of the following charge applies;


Ed tl d t: ~MXX 2016


Ori inal Pa e 122.4.2.2.A The total costs of installing and removing such facilities; or

2.4.2.2.B The monthly charges for the entire initial contract period ofthe service ordered by the Customer as provided in this tariffplus the full amount of any applicable installation andtermination charges.

2.4.2.3 Where special construction of facilities has been started prior tothe cancellation, and the Company has another requirementfor the specially constructed facilities, no charge applies.

2.5 Payment for Service

2.5.1 Service will be billed directly by the Company on a monthly basisand is due and payable upon receipt or as specified on theCustomer's bill. Service will continue to be provided untilcanceled by the Customer or discontinued by the Company as setforth in S.C. Reg. t3 103-633.

2.5.2 The Customer is responsible for payment of all charges for servicefurnished to the Customer. Charges based on actual usage during amonth will be billed monthly in the month following the month in

which the service was used. All fixed monthly and nonrecurringcharges for services ordered will be billed monthly in advance.

2.5.3 The Company will not collect attorney fees or court costs fromCustomers.

2.5.4 lf the Company provides service under a term plan (1,3,5 years, etc.)and (1) automatically renews the contract, and (2) imposes a penaltyfor early cancellation by the customer, then the customer shall benotified 60 days in advance of the customer's current contractexpiration date.

2.5.5 Customer Deposits

The Company does not collect customer deposits.

2.6 Allowance for Interruptions in Service

2.6.1 Credit for failure of service or equipment will be allowed only when failureis caused by or occurs in equipment owned, provided, or billed for, by theCompany. The Carrier agrees to abide by the regulations associated with

interruptions in service as specified by S.C. Reg. I't 103-661.d: ~Alt XX 2616

Gina Lawrence, CFOeNetworks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 704-658-3787

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Ori inal Pa e13

2.7 Special Customer Arrangements

In cases where a Customer requests special or unique arrangements which mayinclude but are not limited to engineering, conditioning, installation, construction,facilities, assembly, purchase or lease of facilities and/or other special servicesnot offered under this tariff, the Company, may provide the requested services.Appropriate recurring charges and/or nonrecurring charges and other terms andconditions will be developed for the Customer for the provisioning of sucharrangements.

PROVISION OF SERVICE AND FACILITIES

2.8 Unlawful Use of Service

Service shall not be used for any purpose in violation of law or for any use as towhich the Customer has not obtained all required governmental approvals,authorizations, licenses, consents, and permits.

2.9 Interference with or Impairment of Service

Service shall not be used in any manner that interferes with other persons in theuse of their service, prevents other persons from using their service, orotherwise impairs the quality of service to other Customers. The Company mayrequire a Customer to immediately shut down its transmission of signals if saidtransmission is causing interference to others or impairing the service of others.

2.10 Telephone Solicitation by Use of Recorded Messages

2.10.1 Service shall not be used for the purpose of solicitation by recordedmessages when such solicitation occurs as a result of unrequested orunsolicited calls initiated by the solicitor by means of automatic dialingdevices. Such devices, with storage capability of numbers to be called or arandom or sequential number generator that produces numbers to becalled and having the capability, working alone or in conjunction with otherequipment, of disseminating a prerecorded message to the number calledand which are calling party or called party controlled, are expresslyprohibited.

2.11 Overcharge/Undercharge

2.11.1 Overcharge/undercharge provisions will be in accordance with S.C.Reg. 5 103-623.


Eff tf d t: ~MXX 2016


Ori inal Pa e 142.11.2 When a Customer has been overcharged, the amount shall be refunded or

credited to the Customer.

2.12 Late Payment Charges

2.12.1 The Carrier agrees to abide by the regulations governing late paymentcharges as specified by S.C. Reg. 5 103-732.3.

2.12.2 Any charges that are disputed by a customer shall not be subject to latepayment charges regardless of the outcome of the dispute.

2.12.3 The Company will consider delinquent and apply late payment charges onbills not paid within 20 days of the billing invoice date in the case ofresidential customers and within 15 days of the billing invoice date in thecase of all non-residential customers in accordance with S.C. Reg. t3 103-732.3.

2.12.4 Late payment fees will be computed at a rate not to exceed 1.5% per month,for the two nominal billing intervals and may not exceed 5% of the totaloriginal unpaid charges in compliance with S.C. Reg. t3 103-732.3.

2.13 Customer Complaints and Billing Disputes

2.13.1 Customers may notify the carrier of billing or other disputes either orally or in

writing. There is no time limit for submitting disputes.

2.13.2 Customer complaints and billing disputes that are not satisfactorily resolvedmay be presented by the customer to:

Office of Regulatory StaffConsumer Services Division1401 Main Street, Suite 900Columbia, SC 29201803-737-5230 (Main ORS number)1-800-922-1531 (Toll-free ORS number)

2.14 Taxes and Fees

2.14.1 All state and local taxes and fees shall be listed as separate line items onthe customer's bill.

2.14.2 If a municipality, other political subdivision or local agency of government, orthe Commission imposes and collects from the Company an occupation tax,

d: A~it XX 221BGina Lawrence, CFOeNetworks LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 704-658-3787

Ett tt d t: ~MXX 2212


Ori inalPa e15license tax, permit fee, franchise fee, or regulatory fee, such taxes and feesshall, as allowed by law, be billed pro rata to the customer receiving servicefrom the Company within the territorial limits of such municipality, otherpolitical subdivision or local agency of government.

2.14.3 Service shall not be subject to taxes for a given taxing jurisdiction if thecustomer provides the Company with written verification, acceptable to theCompany and to the relevant taxing jurisdiction, that the customer has beengranted a tax exemption.

2.15 Returned Check Charge

A returned check charge will be assessed in accordance with CommissionRegulation and S.C. Code tt 34-11-70.

2.16 Termination of Service:

2.16.1 Denial of Service

Consistent with S.C. Reg. 103-625, the Company may discontinue servicefor any of the following reasons:

2.16.1.1 Without notice, in the event of a condition determined by the utility tobe hazardous or dangerous.

2.16.1.2 Without notice, in the event of customer's use of equipment in such amanner as to adversely affect the utility's service to others.

2.16.1.3 Without notice, in the event of unauthorized use of telephone service.

2.16.1.4 For the customer tampering with equipment furnished and owned bythe utility.

2.16.1.5. For violation of and/or non-compliance with the Commission's Ordersor regulations governing service supplied by the utilities.

2.16.1.6. For failure of the customer to fulfill his contractual obligations forservice and/or facilities subject to regulation by the Commission.

2.16.1.7 For failure of the customer to permit the utility reasonable access toits equipment.

2.16.1.8 In cases of extreme risk involving abnormal and excessive use of tollservice, service may denied two (2) days after written notice is given

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Ori inalPa e16to the customer, unless satisfactory arrangements for payment aremade.

2.16.1.9 For failure of the customer to provide the utility with a deposit asauthorized by 103-621(1).

2.16.1.10 For failure of the customer to furnish permits, certificates, and/or right-of-ways, as necessary to obtain service, or in the event suchpermissions are withdrawn or terminated.

2.16.1.11 Where there is probable cause to believe that there is illegal or willful

misuse of utility's service.

2.16.1.12 No telephone utility shall be required to furnish its service or tocontinue its service to any applicant who, at the time of suchapplication, is indebted under an undisputed bill to such telephoneutility for telephone service previously furnished such applicant orfurnished any other member of the applicant's household. However,for the purposes of this regulation, the telephone utility may notconsider any indebtedness which was incurred by the applicant orany member of his household more than six (6) years prior to the timeof application.

2.16.1.13 For non-payment of that portion of the bill rendered by the localCompany for telecommunications service billed for anothertelecommunications carrier.

2.16.1.14 Without notice, in the event of a COCOT violation of a CommissionOrder which the COCOT has been notified and has failed to correctthe violation within the amount of time specified in such notification.

2.16.2. Insufficient Reasons for Denial of Service

2.16.2.1 Consistent with S.C. Reg. tt 103-626, the following may not constitutecause for refusal of service to a present or prospective customer:

2.16.2.1.A Non-payment for services by a previous occupant of thepremises to be served, unless such previous occupant shallbenefit from such new service or unless the new occupantbenefited from such old service.

2.16.2.1.B Failure to pay for merchandise purchased from the utility.




Ori inalPa e172.16.2.1.C Failure to pay for non-communications service provided by the

utility, including, but not limited to, any non-regulatedtelecommunications equipment or services furnished by thecompany.

2.16.2.1.D Failure to pay for business service at a different location and adifferent telephone number shall not constitute sufficient causefor refusal of residential service or vice versa.

2.16.2.1.E Failure to pay billings associated with 900 and 900-typenumbers or non-regulated charges.

3 DESCRIPTION OF SERVICES

3.1 Company Services. The Company provides dark fiber, connectivity, collocation,Internet access and other specialized services to carriers, government and businessCustomers.

3.2 Trial Services

The Company may offer new services, not otherwise tariffed, from time totime on a trial basis subject to Commission approval. Such trials are limitedto a maximum of six months at which time the trial offering must be eitherwithdrawn or made available on permanent basis.

3.3 Promotional Offerings

The Company may offer existing services on a promotional basis.Promotions do not exceed a year and require a start and end day.Promotions do not require Commission approval but must be filed with thecommission through etariff system.

3.4 Individual Case Basis (EICBE) Offerings

The tariff may not specify the price of a service in the tariff as ICB. TheCompany may or may not have an equivalent service in its tariff on file withthe Commission, and the quoted ICB rates may be different than the tariffedrates. An ICB must be provided under contract to a customer and thecontract filed (can be under seal) with the Commission. All customers havenon-discriminatory access to requesting the service under an ICB rate.




Ori inalPa e18

3.5 Customized Pricing Arrangements ("CPAsd) Offerings

The Company may offer CPAs to eligible customers. Each CPA iscustomized to meet the specific needs of a customer. Rates quoted aredifferent from the tariffed rates. CPA rates must be provided under contractto a customer and the contract filed (can be under seal) with theCommission.

4 RATES AND CHARGES

4.1 CALCULATION OF RATES

4.1.1 Charges for RF Transport Service are without regard to mileage. To theextent that the Company commences charging mileage rates to any of itsservices in the future, such rates will be based on airline mileage betweenrate centers of the calling and called stations. Mileage is calculated using theVertical and Horizontal (VB H) coordinate system from the NationalExchange Carriers Association Tariff F.C.C. No. 4 and in accordance withthe Bell Atlantic intrastate tariff.

4.1.2 Charges for RF Transport Service are without regard to duration of the call.To the extent that the Company commences charging call duration rates forany of its services in the future, timing of calls will begin when the call isanswered at the call station.

4.1.3 For Direct Dial intrastate, interexchange service, a call begins when thecalled party answers, i.e., when 2-way conversation is possible, andstandard industry hardware/software answer detection is utilized. The callends when either party hangs up. Calls will be billed in six (6) secondincrements, unless otherwise specified, and billing will be rounded up to thenearest penny for each call.

4.1.4 There is no variation in call rates based on time of day or day of week.

4.2 RECURRING AND NONRECURRING CHARGES

4.2.1 The monthly recurring rates and nonrecurring charges for RF TransportServices are as follows:

Descri tion Fee er Se mentonrecurnng connection charge

Monthly recurring charge $ 15,000

4.2.2 For purposes of this Tariff, Segment shall mean a one-way optical carrierbetween one (1) Customer hub site or remote node and another Customer

d: 0~iI XX 2016Gina Lawrence, CFOeNetworks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 704-658-3787

21M tt d t: ~MXX 2016


Ori inal Pa e 19hub site or remote node. The optical carrier is a single optical wavelength.The optical fiber can carry more than one wavelength.

4.2.3 Minimum Term3.2.3A The minimum service term for RF Transport Service is five (5) years.

d: A~il XX 2016Gina Lawrence CFOeNetworks, LLC11020 David Taylor DriveSuite 103Charlotte, NC 28262Tel: 704-658-3787

Ett tt d t: ~MXX 2016

p.a. elliott, k, elliott

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