210 N. Park Ave.

Winter Park, FL

32789

P.O. Drawer 200

Winter Park, FL

32790-0200

Tel: 407-740-8575

Fax: 407-740-061 3

t m i @ t m i n c . c o m

Mr. Kyl Willard, Acti Kentucky Public Semi1 21 1 Sower Blvd. Frankfort, KY 40602-06 15

Mana ;0mtl

er ssion

April 11,2002 rnight Delivery R C N V

O-QD RE: Reseller Application of North By Northeastcorn LLC

Dear Mr. Willard:

Enclosed please find for filing the original and four (4) copies of the Reseller Application for Authority to Operate as a Reseller of Lnterexchange Services throughout Kentucky on behalf of North By NortheastCom LLC. The company requests that the tariff be allowed to go into effect on thirty (30) days notice, on May 12,2002.

Please acknowledge receipt of this filing by returning, file-stamped the extra copy of this cover letter in the self-addressed, stamped envelope enclosed for this purpose.

Any questions you may have may regarding this filing may be directed to me at (407) 740-8575.

Sincerely,

Robin Norton Consultant to North By Northeastcorn LLC

tms: 6901KYiO200

Enclosures

R N k

cc: Laurie Willman - NBNE file: NBNE-KY

BEFORE THE PUBLIC SERVICE COMMISSION OF KENTUCKY

In the Matter of the Informational Filing of )

for Authority to Operate as a Reseller of ) North By Northeastcorn LLC 1

Interexchange Telephone Service 1 throughout the State of Kentucky 1

North By NortheastCom LLC ("NBNE"), hereby submits the following information in accordance

with the provisions of Administrative Case No. 359 and its proposed tariffs in accordance with 807 KAR

5:Oll:

1. The name, address and telephone and i x numbers of the applicant corporation are:

North By Northeastcorn LLC 11200 Murray Scholls Place Beaverton, OR 97007 Phone: 503-643-9500 Fax: 503-643-9600 Toll-Free: 800-933-4034

2. A copy of the Kentucky Certificate of Authority & the Company's Articles of Incorporation: Please see Attachment I for NBNE's Kentucky Certificate of Authority and its Articles of Incorporation.

Kentucky IXC Application of North By Northeastcorn LLC

PageNo. 1

3. The name, street address, telephone and fax numbers of the responsible contact person(s) for customer complaints and regulatory issues:

Customer Service Contact: Nathan Baker North By NortheastCom LLC 11200 Murray Scholls Place Beaverton, OR 97007 Phone: 503-643-9500 Fax: 5 03 -643-9600 Toll-Free: 800-933-4034 E-Mail: nathan.baker@metro 1 .corn

Regulatory Contact: Laurie Willman, Regulatory Manager North By NortheastCom LLC 11200 Murray Scholls Place Beaverton, OR 97007 Phone: 503-643 -9500 Fax: 503-643 -9600 Toll-Free: 800-933-4034 E-mail: laurie.willman@metrol .corn

Questions and correspondence concerning this Application & Tarif: Robin Norton, Consultant to North By NortheastCom LLC Technologies Management, Inc. 2 10 N. Park Avenue Winter Park, FL 32789 Phone: 407-740-8575 Fax: 407P-740-06 13 E-mail: tforte@tminc.com

4. A notarized statement that the company has not provided or collected for intrastate service in Kentucky prior to filing its tariff Please see Attachment 2 for NBNE's notarized statement.

5. If the Applicant seeks authority to provide Operator Assisted services to traffic aggregators, then the Commission's mandates rules in Administrative Case No. 330. NBNE does not seek authority to provide operator assisted services to traffic aggregators, therefore, the Commission's mandates in Administrative Case No. 330 would not apply.

6. The applicant must include a proposed tariff to become effective 30 days from the date of this filing. NBNE's proposed tariff is included herein as Attachment 3, and will become effective 30 days from the date of this filing.

7. A sample Company bill should be provided. A sample Company bill will be provided within one week.

Kentucky IXC Application of North By Northeastcorn LLC

Page No. 2

WHEREFORE, North By Northeastcorn LLC requests that the Public Service Commission of the

Commonwealth of Kentucky grant authority to engage in the resale of interexchange telecommunications

services to the public in accordance with applicable laws currently in effect or hereinafter enacted by the

Commission.

Respectfully submitted this Is, day of bpr; 1 ,2002.

4)* &W&&&-&W P. Bry& Dosing, III Qresident North By Northeastcorn LLC

Date

Kentucky IXC Application of North By Northeastcorn LLC

Page No. 3

VERIFICATION OF APPLICANT

§ STATE OF OREGON

COUNTY OF WASHINGTON 5

I, P. Bryan Dooling, 111, being first duly sworn, state that I am President & Manager of North By

NortheastCom LLC, the Applicant herein; that I have reviewed the matters set forth in the Application and

Exhibits and the statements contained therein are true tot the best of my knowledge, except as to those matters

which are stated on information or belief, and as to those matters I believe them to be true.

North By Northe%Com LLC

71 I/ 01 Date

, 2002. Subscribed and sworn before me this 1/37 day of i I

My Commission expires on: +/z+ J&

~-

MY COMMISSION EXPIRES APRIL 24,2004

Kentucky IXC Application of North By NortheastCom LLC

Page No. 4

ATTACHMENT 1

North By Northeastcorn LLC

Kentucky Certificate of Authority &

Articles of Incorporation

K7 JAN-30-2002 WED 09: 26 AM UNISEARCH FAX NO, 3609569504 P, 02

COMMONWEALTH OF KENTUCKY JOHN Y. BROWN 111

SECRETARY OF STATE

a ' .. .

+ APPLICATION FOR CERTIFICATE OF AUTHORITY 9

8 $

Pursuant to the pmvisions of KRS Chapter 275, the undersigned hereby applies Tor authoriv b transact buslnasa In K$Ntucky +? on behalf of the llrnlted liability company named below and for that purpose submits the followtng statements:

1 ,Tho company is a limlted llebiliry company (LLC). a e profewionat llrnlted liabillty wmpany (PLLC). ,q, t 2.The name of the limited bbl!Ily company 18

1 ,I. NORTH BY NORTHEASTCOM dL- LLC -e- ---.I-. 4 I ' $t--'

NORTH BY NORTHEASTCOM LLC -7

.I ,b;: 3.Tha name of the limlted Iiablllty company io be used In Kentucky is - ..-

or T.Y WE' b Unmdlahla lor wp) _--"--

, I,, 4, Delaware

5 . 1 Deocmbar 26,2001

&Tho street address of the atna required to be rneintalnod In the state of formation or, if not 80 I

is the state or country of organization.

-- Is the dace of arganlzation and. lf b e llmiled liability af dissolution, the Mest &te upon which the limited liablllty company is to diaolve is &?!&l@l--

offloe address is 601 S. Figueha Street, 40m Floor __-..--

S h d

7. The name6 and u6uel business addresses of \he currant manag Brvan lbolkne d-4 601 S, Figuema Street, A O t h Floor

Zns Angeles, CA 90017-rn8 Nms

E(m I d d m I- - c__---

(rima 0 r a l m U W , if Herseru)

8.Tha street address of t h e Egi6tef6d offlce In Kentucky is 400 West Market _c Strset. Sult=l000 -

UDpsl

e of the re ialerad 13 ent et thhat oflchlk aVJE%$epmstsred iGents, -- in!,

&This application wlll be effecUve upon filing, unless e delayed effedve date andlortlma Is speclfled: -

l a R # U a W W * d U v W um*I

I ~wtlCy mat, 7s of ttm date of filing his appllc8b, the above-named llmlted liabitlty company company under &e laws of tho ]urlsdlction uf its fom\atiOn,

National Reglstered Agsnts, Ine, 1. company.

Tyr* w *I rym o( r e p k i d went

BLLSOZ 1-

FAX NO, 3609569504 P, 03 J'AN-3U-2UUZ WkD UY : 2 i AM UNl SEAHCH

COMMONWEALTH OF KENTUCKY JOHN Y. BROWN 111

SECRETARY OF STATE

, c r, 111

I i: . .( STATEMENT OF CONSENT OF REGISTERED AGENT

Pursuant to the provisions of KRS Chapter 2718, 273, 275 or 362, the undersigned hereby cbnsenb to act as agent on behalf of the buslness enUty named bslow and For that purpose submits the following staternenb:

1. Tha business tntlty Is 0 a carporation (KRS 27 1 B or YRS 273)

a a limited psitnershlp (KRS 362) a llrnlted liability compmny (KRS 273)

2. The name of the business entity is 'PI - q:-. 1:1

,.;[ 1 !:I?--'

NORTH BY NORTHWTCOM LLC -__I

).)I

3. The state or country of incorporation, organization or formation is .DlWmre

4. The name of the initial registered agent is ,I,

- : I ,

: , I

.i, I 1F

NaUonal Reglstsred Agents, Inc. -I- ---,?>pv--

-

5. The stred oddrcss OF the registered office aadress In Kenbcky Is

' 7 ,

I ,' > ! National Reglstered Agents, Inc.

-

The Yks t State

I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF

DELAWAFS, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT

COPIES OF ALL DOCUMENTS ON FILE OF "NORTH BY NORTHEASTCOM LLC"

AS RECEIVED AND FILED IN THIS OFFICE.

THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED:

CERTIFICATE OF FORMATION, FILED THE TWENTY-SIXTH DAY OF

DECEMBER, A.D. 2001, AT 9 O'CLOCK A.M.

CERTIFICATE OF AMENDMENT, CHANGING ITS NAME FROM "EASTCOM

LLC" TO "NORTH BY NORTHEASTCOM LLC", FILED THE TWENTY-SECOND DAY

OF JANUARY, A.D. 2002, AT 9 O'CLOCK A.M.

AND I DO HEREBY FURTHER CERTIFY THAT THE AFORESAID

CERTIFICATES ARE THE ONLY CERTIFICATES ON RECORD OF THE

AFORESAID LIMITED LIABILITY COMPANY.

Harriet Smith Windsor, Secretary of State

3473796 8100H AUTHENTICATION: 1603691

020084470 DATE: 02-08-02

-

STATE OF DELAWARE SECReTARY OF STATE

DIVISION OF CORPORATIONS FILED 09: 00 AM 12/26/2001

01 0668518 - 34 73796

Certificate of Formation

of

EastCom LLC

This Certificate of Formation of EastCom LLC, a Delaware lirnitcd liability company (the "Campany"), dated EIS o f December 26,2001, is being duly executed and filed by Jeannie Gottlieb to form a lirnitcd liability company under h e Delaware Limited Liability Gonipany Act (6 De1.C. $18-101, et scq.) (the "Delaware Act").

FIRST. The name of the limited liability company fomed hereby is Eastcorn LLC.

SECOND. The address of the regmered office ofthe Company in the State of Delaware is c/o National Registered Agents, Inc., 9 East Loockerman Street, City o f Dover, County of Rent 1990 I .

THIRD. The name and address of the registered agent for service of process for the Company in the State of Delaware is National Registered Agents, Luc., 9 East Loockerman Street, City of Dover, County of Kent 1.9901.

M WTTNESS WHEWOF, the undersigned, an authorized person ns described in thc Delaware Act, has executed th is Certificate of Formation as of the date first above written.

Authorized Person; h

191174 VO1 .LA (485201 ].DOC)

EASTCOM LLC

1. The name of the l i m i t e d l i a b i l i t y company is NORTH BY NOaTHEBSTCOM Lx.

mcuttd anthis 2 % ~ 09 J*NQ*RY , 20 02,

STATE OF DELAWARE SECRETARY OF STATE

D I V I S I O N OF CORPORATIONS FILED 09:oo AM 01/22/2002

020040958 - 3473796

ATTACHMENT 2

A

North By Northeastcorn LLC

Notarized Statement

AFFIDAVIT

I, P. Bryan Dooling, 111, President & Manager of North By Northeastcorn LLC, do hereby certify that

the Company has not provided or collected for intrastate service in Kentucky prior to filing of this application

and tariff.

&B P. BryanboJing, III -$resident North By Northeastcorn LLC

/ 1/02 Date

Icm / ,2002. Subscribed and sworn before me this / 5 f day of -1

My Commission expires on: (NOTARY PUBLI I

ATTACHMENT 3

North By Northeastcorn LLC

Proposed Interexchange Tariff

By Northeastcorn LLC P.S.C. Kentucky No. 1 Original Page 1

North By Northeastcorn LLC 11200 Murray Scholls Place

Beaverton, OR 97007

(888) 933-4034

RATES, RULES AND REGULATIONS for FURNISHING RESALE TELECOMMUNICATIONS SERVICES

Filed with the

PUBLIC SERVICE COMMISSION OF KENTUCKY

This tariff contains the descriptions, regulations, and rates applicable to the furnishing of telecommunications services provided by North By Northeastcorn LLC between points within the Commonwealth of Kentucky.

Issued: April 12,2002 Effective: May 12, 2002 By : Ms. Laurie Willman, Regulatory Manager

11200 Murray Scholls Place Beaverton, OR 97007 KYi0200