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                                   Before the

                       Federal Communications Commission

                             Washington, D.C. 20554


                                                 )                           
                                                                             
                                                 )                           
     In the Matter of                                                        
                                                 )                           
     APCC Services, Inc.,                                                    
                                                 )                           
     Data Net Systems, LLC,                                                  
                                                 )                           
     Davel Communications, Inc.,                                             
                                                 )                           
     Jaroth, Inc. d/b/a Pacific Telemanagement       File No. EB-003-MD-011  
                                                 )                           
     Services, and                                                           
                                                 )                           
     Intera Communications Corp.,                                            
                                                 )                           
     Complainants,                                                           
                                                 )                           
     v.                                                                      
                                                 )                           
                                                                             
                                                 )                           


   )

   NetworkIP, LLC, and )

   Network Enhanced Telecom, LLP, )

   )

   Defendants. )

                          Memorandum opinion and order

   Adopted:  February 22, 2007   Released: February 23, 2007

   By the  Commission:

                               TABLE OF CONTENTS

   Paragraph

   I. INTRODUCTION
      ............................................................................................
      1

   II. BACKGROUND
       .............................................................................................
       2

   A. Factual Background
   ......................................................................................
   2

   B. Procedural History
   .......................................................................................
   5

   III. DISCUSSION
        ................................................................................................
        10

   A. Network Owes Complainants $2,789,505.84 in Principal,

   Plus Prejudgment Interest at an Annual Rate of 11.25%
   ..........................................  10

   B. All of Network's Grounds for Eliminating or Reducing the

   Damages Award Lack Merit
   ..........................................................................
   14

   1. The Enforcement Bureau did not err in granting APCC's

   motion for waiver of Rule 1.718
   ............................................................ 14

   2. APCC's March 2002 Informal Complaint

   was effectively served
   ........................................................................
   35

   3. The Informal Complaints effectively named NET as a

   Defendant
   ......................................................................................
   46

   4. The statute of limitations does not bar APCC's damages

   claims
   ..........................................................................................
   50

   5. No equitable grounds warrant barring APCC's claims
   .................................... 52

   6. Network has failed to meet its burden of proving that

   APCC's damages should be reduced to avoid double

   recovery
   .......................................................................................
   55

   IV. CONCLUSION
       ..............................................................................................
       65

   V. ORDERING CLAUSES
      ....................................................................................
      66

   I. Introduction

    1. In this Memorandum Opinion and Order, we grant a supplemental
       complaint for damages filed by APCC Services, Inc., Data Net Systems,
       LLC, Davel Communications, Inc., Jaroth, Inc. d/b/a Pacific
       Telemanagement Services, and Intera Communications Corp.
       (collectively, "Complainants" or "APCC") against NetworkIP, LLC, and
       Network Enhanced Telecom, LLP (collectively, "Defendants" or
       "Network") pursuant to section 208 of the Communications Act of 1934,
       as amended ("the Act"), and section 1.722 of the Commission's rules.
       Complainants allege that, under the Commission's payphone compensation
       rules, Network owes Complainants "dial-around" compensation and
       prejudgment interest for 11,622,941 payphone calls completed during
       the period October 1, 1999  through November 22, 2001. For the reasons
       explained below, we agree with Complainants and award damages in the
       principal amount of $2,789,505.84, plus prejudgment interest at an
       annual rate of 11.25%, pursuant to sections 201(b), 208, 209, and 276
       of the Act.

   II. BACKGROUND

         A. Factual Background

    2. Complainants are billing and collection agents for payphone service
       providers ("PSPs").   Complainant Jaroth, Inc. d/b/a Pacific
       Telemanagement Services also is itself a PSP.   Network  is a
       telecommunications carrier that owns switches and that offers other
       companies a package of telecommunications  services that enables those
       companies to provide prepaid calling cards to end-user customers.
       End-user customers can use those prepaid calling cards to make
       "coinless" calls from payphones.  In this proceeding, Complainants
       seek  compensation from Network for such "coinless" calls involving
       Complainants' payphones and a Network-owned switch.

    3. The coinless payphone calls at issue here were made by end-user
       customers with prepaid calling cards. When the card-holder placed a
       coinless call from one of Complainants' payphones, the local exchange
       carrier ("LEC") serving the payphone transported the call to the
       interexchange carrier ("IXC") that Network had engaged to provide
       transport services. The IXC transported the call to one of three
       switches owned by Network.  That Network switch then routed the call
       to the terminating LEC (i.e., the LEC serving the call recipient) for
       completion.

    4. The prepaid calling cards used to make the coinless payphone calls at
       issue here were sold to end-user customers by entities ("Debit Card
       Providers") to which Network sold a package of telecommunications
       services that enabled the Debit Card Providers to offer prepaid
       calling cards to the public. Network's business relationship with the
       Debit Card Providers was set forth in detailed contracts. Network's
       contractual package of services sold to the Debit Card Providers
       included (i) internet access to traffic and billing records specific
       to the Debit Card Provider, (ii) call routing by Network, and (iii)
       resold transport services of the underlying IXC. The Debit Card
       Providers played no role in actually transporting the coinless
       payphone calls at issue here.

   B. Procedural History

    5. During the period October 7, 1997 through  November 22, 2001, the
       applicable Commission rules provided that, with respect to each
       coinless payphone call, the last facilities-based carrier that
       physically routed the call to the recipient's LEC had to pay $.24
       ("dial-around compensation" or "payphone compensation") to the
       originating PSP.   This dispute began when, during the period October
       1, 1999 through November 22, 2001, end users used prepaid calling
       cards sold by Debit Card Providers to make coinless calls on
       Complainants' payphones. Upon learning that a Network switch was
       involved in handling at least some of those calls, Complainants sought
       per-call dial-around compensation from Network.   Specifically, on
       March 29, 2002, Complainants filed at the Commission an informal
       complaint regarding coinless payphone calls carried by Network and
       Sprint; and on September 30, 2002, Complainants filed at the
       Commission an informal complaint regarding coinless payphone calls
       carried by Network and any carrier other than Sprint. In those
       Informal Complaints, Complainants argued that Network owed $.24 for
       each payphone call at issue, because for each of those calls Network
       allegedly was the last identified facilities-based carrier within the
       meaning of the Commission's rules and orders.

    6. Network declined to pay the dial-around compensation sought by
       Complainants. Network asserted that Complainants should look, instead,
       to the various Debit Card Providers for compensation. In Network's
       view, the Debit Card Providers, not Network, were the last identified
       facilities-based carriers within the meaning of the Commission's rules
       and orders.

    7. Complainants ultimately filed a formal  complaint alleging that
       Network's refusal to pay dial-around compensation violated the
       Commission rules and orders implementing section 276 of the Act, and
       thus violated, inter alia, section 201(b) of the Act.  Pursuant to
       rule 1.722,  Complainants elected to "bifurcate" the matter  and have
       only the issue of Network's liability decided first, prior to and
       separate from any subsequent proceeding regarding the specific amount
       of any damages owed.

    8. After a full liability proceeding, the Bureau Liability Order
       concluded, inter alia, that (i) Network (and not the Debit Card
       Providers) is liable to Complainants for per-call dial-around
       compensation under the Commission's payphone compensation rules, and
       (ii) Network's failure to pay Complainants in accordance with the
       Commission's payphone compensation rules violated section 201(b) of
       the Act. Accordingly, the Bureau Liability Order granted Complainants'
       Liability  Complaint,  and the Commission recently affirmed the Bureau
       Liability Order.

    9. After the release of the Bureau Liability Order, Complainants filed
       the instant Damages Complaint pursuant to rule 1.722. As stated above,
       Complainants allege that, under the Commission's payphone compensation
       rules, Network owes Complainants per-call dial-around compensation for
       11,622,941 payphone calls completed during the period October 1, 1999
       through November 22, 2001, plus prejudgment interest at an  annual
       rate of 11.25%. For purposes of this proceeding, Network agrees with
       Complainants about the number of payphone calls at issue.
       Nevertheless, Network advances numerous grounds why we should fully or
       partially reject the damages award sought by Complainants. For the
       reasons explained below, we find Network's arguments and  defenses to
       be meritless, and we award the requested damages in full:
       $2,789,505.84 in principal, plus prejudgment interest at an  annual
       rate of 11.25%, pursuant to sections 201(b), 208, 209, and 276 of the
       Act.

   III. DISCUSSION

   A. Network Owes Complainants $2,789,505.84 in Principal, Plus Prejudgment
   Interest at an Annual Rate of 11.25%.

   10. Given the quarterly billing practices of the payphone industry,
       payment of dial-around compensation for a coinless payphone call
       becomes due -- and thus a claim for non-payment accrues -- on the
       first day of the quarter that is one quarter after the one in which
       the call was made (e.g., compensation for calls made in the first
       quarter of 1999 became due on July 1, 1999, the first day of the third
       quarter of 1999).  Applying that principle here in conjunction with
       the two-year limitations period in section 415(b) of the Act yields
       the following starting points for damages recovery purposes:
       regarding the calls addressed in the Informal Complaint filed on March
       29, 2002 (i.e., calls carried by Network and Sprint), APCC may recover
       on all claims accrued on or after March 29, 2000, which includes all
       calls completed on or after October 1, 1999.  Regarding the calls
       addressed in the Informal Complaint filed on September 30, 2002 (i.e.,
       calls carried by Network and any carrier other than Sprint), APCC may
       recover on all claims accrued on or after September 30, 2000, which
       includes all calls completed on or after April 1, 2000.  The end point
       for completed calls subject to APCC's claims is November 22, 2001,
       which by Commission order is the date on which the compensation regime
       at issue concluded. Thus, APCC can seek dial-around compensation here
       for calls completed during the period October 1, 1999 through November
       22, 2001 (the "Relevant Period").

   11. The parties correctly agree that, during the Relevant Period, the
       compensation rate established by Commission rule was $.24 per
       completed payphone call.  For purposes of this proceeding, the parties
       have stipulated that the number of completed calls involving
       Complainants' payphones  and a Network switch during the Relevant
       Period is 11,622,941. That number of completed calls (11,622,941)
       multiplied by the compensation rate per call ($.24)  equals
       $2,789,505.84. Accordingly, we hereby award damages to Complainants in
       the principal amount of $2,789,505.84. In addition, consistent with
       past Commission practice, we award prejudgment interest at an annual
       rate of 11.25%. Moreover, because payphone industry practice is that
       compensation for a dial-around call becomes due on the first day of
       the quarter that is one quarter after the one in which the billed call
       was made, prejudgment interest shall begin to accrue on that day.

   12. Network observes, correctly, that the Commission has discretion not to
       award prejudgment interest on equitable grounds, and argues that we
       should refrain from doing so here, because (i) Complainants refused to
       heed Network's advice to seek recovery from the Debit Card Providers,
       and (ii) Complainants delayed in seeking recovery from Network.  We
       reject Network's argument. The Commission has already held that
       Complainants were correct in seeking recovery from Network rather than
       from the Debit Card Providers. Moreover, the two-year statute of
       limitations in section 415 of the Act addresses Network's argument as
       to delay. Thus, Network has not shown the extraordinary circumstances
       necessary to warrant a departure from the Commission's usual practice
       - in both payphone complaint cases and non-payphone complaint cases -
       of awarding prejudgment interest in order to promote fairness and to
       make the complainant whole.

   13. Network further argues that, if we do award prejudgment interest, it
       should not be at the rate of 11.25%, but rather at the IRS rate for
       tax underpayments by large corporations, which is much lower than
       11.25%. To support this argument, Network points out, again correctly,
       that the Commission has applied IRS rates for prejudgment interest in
       a variety of payphone and non-payphone contexts. What Network
       overlooks, however, is that the Commission has repeatedly applied and
       affirmed the 11.25% prejudgment interest rate in the specific payphone
       context at issue here, i.e., the late payment of per-call dial-around
       compensation accrued in 1999-2001.  Accordingly, although we have
       discretion to apply a different rate, we decline to depart from the
       precedent applied to this context, and we  award prejudgment interest
       at an  annual rate of 11.25%.

   B. All of Network's Grounds for Eliminating or Reducing the Damages Award
   Lack Merit.

   1.  The Enforcement Bureau did not err in granting APCC's Motion for
   Waiver of rule 1.718.

   14. During the course of this formal complaint proceeding, the Enforcement
       Bureau issued an order granting an APCC motion for waiver and
       extension of rule 1.718's "relation-back" filing deadline. Network
       then sought Commission reconsideration of the Waiver Order on three
       grounds: the Waiver Order (i) exceeds the Commission's authority by
       essentially waiving a statutory limitations period; (ii) applies the
       wrong legal standard; and (iii) misjudges the facts favoring and
       disfavoring waiver. For the following reasons, we deny Network's
       Petition.

   15. Pursuant to section 208 of the Act, the Commission's rules establish
       an "informal" complaint process that provides a relatively simple and
       streamlined mechanism for seeking resolution of a dispute with a
       common carrier. If a complainant is not satisfied with the results of
       the informal complaint process, the complainant can then commence a
       "formal" complaint process, which resembles commercial litigation in
       court.

   16. Under section 415(b) of the Act, a "complaint" against a carrier
       seeking recovery of damages must be filed within two years from the
       time the damages claim accrues. It is well established that "[a]n
       `informal complaint' filed pursuant to sections 1.716-1.718 of the
       Commission's rules constitutes a `complaint' within the meaning of
       section 415 of the Act and thus tolls the running of the two-year
       limitations period." Under rule 1.718, for purposes of continuing the
       tolling of the limitations period, the filing date of a formal
       complaint can "relate back" to the filing date of a prior informal
       complaint involving the same parties and the same matter, but only if
       the formal complaint is filed within six months after the defendant's
       response to the informal complaint.

   17. Here, on September 30, 2002, APCC filed an informal complaint against
       Network seeking recovery of payphone compensation for the period
       September 30, 2000 (two years before the filing date, the limitations
       period under section 415 of the Act) through November 22, 2001 (the
       regulatory cut-off date for the kind of compensation at issue).
       Network filed its response to APCC's Informal Complaint on November
       19, 2002. Therefore, pursuant to the six-month deadline under rule
       1.718, May 19, 2003 was the last date on which APCC could file a
       formal complaint that would relate back to September 30, 2002 (the
       filing date of the informal complaint) and thereby retain the full
       potential recovery period of April 1, 2000 through November 22, 2001.

   18. On May 19, 2003, the filing deadline under rule 1.718, APCC attempted
       to file a formal complaint against Network. That day, APCC delivered
       the formal complaint to Mellon Bank and served Network. APCC submitted
       the wrong filing fee, however: $165 per defendant instead of the $170
       required by Commission rules at that time. In addition, APCC submitted
       a single check rather than a check for each defendant. Because APCC
       submitted an inadequate filing fee, Mellon Bank automatically rejected
       and returned the formal complaint. As a result, the formal complaint
       was not officially "filed" on May 19, 2003, and APCC missed the
       six-month deadline under rule 1.718.

   19. According to APCC, it submitted the wrong filing fee (and thus missed
       the six-month deadline under rule 1.718) because it consulted only the
       hard-copy version of the Code of Federal Regulations ("CFR"), dated
       October 1, 2002, which contained a filing fee amount -- $165 per
       defendant -- that had been superseded by the time APCC filed its
       formal complaint in May 2003. The new fee of $170 per defendant,
       although adopted in July 2002, did not become effective until after
       publication of the October 1, 2002 CFR, and so was not reflected
       therein.

   20. On June 3, 2003, APCC filed a revised version of the formal complaint,
       along with the correct filing fee. That same day, APCC also filed its
       motion for waiver and extension of rule 1.718's six-month
       relation-back deadline from May 19, 2003 to June 3, 2003. APCC's
       Waiver Motion essentially sought to preserve the full potential
       recovery period of April 1, 2000 through November 22, 2001, and to
       avoid the loss of approximately nine months of potential recovery
       (i.e., April 1, 2000 to January 2, 2001) that would otherwise occur if
       the relation-back feature of rule 1.718 was denied.

   21. In assessing APCC's Waiver Motion, the Bureau applied the following
       well-established standards:

   Generally, the Commission may grant a waiver for good cause shown. The
   Commission may exercise its discretion to waive a rule where the
   particular facts make strict compliance inconsistent with the public
   interest. In addition, the Commission may take into account considerations
   of hardship, equity, or more effective implementation of overall policy on
   an individual basis. Waiver is therefore appropriate only if special
   circumstances warrant a deviation from the general rule, and such a
   deviation will serve the public interest.

   22. Over Network's opposition,  the Waiver Order largely granted APCC's
       Waiver Motion because (i) APCC attempted in good faith to file its
       formal complaint by the six-month deadline of rule 1.718; (ii) APCC's
       filing errors were not an attempt to "game" the system to obtain some
       undue advantage; (iii) denying a waiver would allow a $5.00 fee error
       to jeopardize the statutory right of numerous independent payphone
       service providers to substantial sums of per-call compensation; and
       (iv) through many communications between the parties before the
       six-month deadline of rule 1.718, Network was fully aware that APCC
       would file a formal complaint in the absence of a settlement, and thus
       Network had little expectation of finality and repose on May 19, 2003.
       Accordingly, the Waiver Order waived and extended rule 1.718's
       six-month relation-back deadline from May 19, 2003 to June 3, 2003.
       Because APCC's mistakes were "easily avoidable," however, the Waiver
       Order excluded from the scope of the waiver any prejudgment interest
       accrued during the 15-day period between the date on which APCC should
       have filed its formal complaint with the correct fee (May 19, 2003)
       and the date on which APCC effectively filed its formal complaint with
       the correct fee (June 3, 2003).

   23. Based on this record, we conclude that the Bureau's determination in
       the Waiver Order  was correct.  We agree with the Waiver Order that,
       at bottom, a $5.00 fee error by APCC's counsel -- as negligent as it
       may have been -- should not deprive APCC and its numerous PSP
       principals of their right under section 276 of the Act and our rules
       to substantial sums of dial-around compensation, where the formal
       complaint was otherwise submitted and served on time and in good
       faith, with advance notice to Network. Put simply, under these
       specific circumstances, strict enforcement of our six-month
       relation-back deadline would unduly conflict with the public interest
       in ensuring the payment of compensation necessary to "promote the
       widespread deployment of payphone services to the benefit of the
       general public...."

   24. In its multifaceted challenge to the Waiver Order, Network first
       argues that, in allowing APCC to re-file its formal complaint after
       the relation-back deadline of rule 1.718 had passed, the Waiver Order
       exceeded the Commission's authority by effectively waiving the
       statutory limitations period in section 415(b) of the Act. We
       disagree. Network mischaracterizes the Waiver Order. As stated above,
       APCC's filing of the informal complaint on September 30, 2002 - not
       APCC's submission of the formal complaint on May 19 or June 3, 2003 -
       tolled the running of the limitations period under section 415(b) of
       the Act. Thereafter, the question whether APCC's subsequent formal
       complaint was sufficiently timely so as to benefit from that
       preexisting tolling was a matter purely of the Commission's rules
       regarding the internal management of its complaint proceedings.
       Consequently, the Waiver Order had no effect on the statutory
       limitations period, and pertained only to the Commission's
       relation-back rules. Accordingly, the Waiver Order falls squarely
       within the Commission's authority.

   25. Network next argues that the Bureau erred in the  Waiver Order by
       applying the Commission's general waiver standard rather than a
       stricter waiver standard applied "in connection with filing deadlines
       for pleadings which initiate adjudicatory proceedings." According to
       Network, where, as here, a waiver request concerns "a filing deadline
       for an adjudicatory pleading, a party `must cite the intervention of
       something beyond the control of the party which could not have been
       foreseen, and for which no corrective action could have been taken.'"
       In Network's view, under that standard, APCC's Waiver Motion should be
       denied, because the failure to pay the correct fee and the decision to
       file on the last day of the six-month period were foreseeable,
       correctable, and within APCC's control.

   26. This argument, too, fails for two reasons. First, by its own terms,
       the strict Meredith waiver standard applies only to filing deadlines
       for pleadings that "initiate adjudicatory proceedings." Applying a
       different waiver standard to filing deadlines for pleadings that
       initiate adjudications makes sense, because the initiation deadline is
       when the defendant's interest in certainty, finality, and repose, and
       the Commission's interest in resource management, are most acute.
       Here, the deadline at issue -- when a formal complaint must be filed
       in order to "relate back" to a cognate informal complaint -- does not
       concern a pleading that initiated the instant proceeding. It is the
       informal complaint filed on September 30, 2002 that initiated the
       proceeding (and, as stated above, that tolled the running of the
       limitations period), not the subsequent formal complaint. Put
       differently, the Informal Complaint initiated this proceeding, whereas
       the formal complaint simply continued it. Consequently, the Bureau
       correctly applied the general waiver standard, rather than the
       Meredith waiver standard, in the Waiver Order.

   27. Second, in each of the cases relied upon by Network, the movant failed
       to submit and serve the pleading at issue within the deadline period,
       and thereby failed to satisfy any of the public interests in enforcing
       deadlines. Here, by contrast, APCC did submit its formal complaint to
       the Commission, and did serve the formal complaint on Network, before
       the six-month deadline expired. For this reason, too, the Bureau was
       correct in applying the general waiver standard, rather than the
       Meredith waiver standard, in the Waiver Order.

   28. Network last argues that, even under the Commission's general waiver
       standard, the Bureau should not have granted a waiver of the six-month
       relation-back deadline. Specifically, Network contends that the Waiver
       Order misapplies the general waiver standard to the operative facts in
       several respects. Network's contention lacks merit, for the reasons
       described below.

   29. Network's principal argument is that the Bureau erred in relying at
       all on the substantial financial harm to APCC and its PSP principals
       that would likely result from denying the Waiver Motion. In Network's
       view, the analysis should have focused solely on the circumstances of
       APCC's failure to perfect a filing on time. Network observes that a
       denial of a waiver request will always harm the requesting party, so
       reliance on such harm in the waiver analysis would provide no
       "limiting principle," leading the Commission to engage improperly in
       ad hoc decision-making, and skewing the balance inherently and
       unfairly towards waiver grants. Network further states that, under a
       properly limited analysis focusing exclusively on the circumstances of
       APCC's failure to perfect a filing on time, the Waiver Motion should
       have been denied because, as the Waiver Order concluded, the failure
       stems from APCC's mistakes, which do not qualify as good cause.

   30. Network's argument is unpersuasive. As stated above, the Commission
       has repeatedly held that, in determining the propriety of waiving a
       Commission rule, the Commission may evaluate "the public interest" and
       "considerations of hardship, equity, or more effective implementation
       of overall policy on an individual basis."   Those factors plainly
       encompass consideration of the potential harm to the requesting party.
       Indeed, the Commission has frequently and recently assessed such harm
       in evaluating the propriety of waiver. Thus, the Waiver Order did not
       err by considering the potential harm to APCC and its PSP principals.

   31. Network next argues that, even if it were appropriate to consider the
       potential harm to APCC and its PSP principals, the Waiver Order
       erroneously exaggerated the harm by failing to recognize that (i)
       denying a waiver would not deprive APCC of its entire recovery, and
       (ii) APCC can seek damages from its attorneys in a malpractice suit.
       We disagree with Network's characterization of the Waiver Order. The
       Waiver Order recognized that denial of the Waiver Motion would reduce,
       but not eliminate, APCC's potential recovery. Moreover, as Network
       implicitly concedes, the reduction in potential recovery would
       diminish APCC's total potential recovery by a substantial sum, even
       though a part of the recovery would remain. Finally, that APCC and its
       PSP principals might recover any lost potential damages in a
       malpractice suit is too speculative and remote to be dispositive of
       whether the Bureau properly weighed the public interest. Consequently,
       we find that the Waiver Order did not misjudge the potential harm
       facing APCC and its PSP principals.

   32. Network also asserts that the Waiver Order erred by considering
       favorably the absence of bad faith or gamesmanship by APCC. The Waiver
       Order's consideration of that factor, however, has ample precedent,
       and in any event was not dispositive standing alone.

   33. Network concludes by contending that the Waiver Order erred by failing
       to consider Network's interest in not paying millions of payphone
       compensation dollars more than would be owed without a waiver. Network
       points out that Defendants, like APCC's PSP principals, are small
       companies, and they structured their operations in good faith in a
       manner that they believed would result in the Debit Card Providers,
       not Defendants, owing and paying any payphone compensation due.  We do
       not doubt that Network has a strong interest in having APCC's error
       reduce Network's exposure to damages here.  It was Network's own
       mistaken view of the Commission's payphone compensation regime,
       however, that gave rise to those  damages.   Moreover, unlike APCC,
       Network has a potential contractual basis for mitigating the effect of
       its error:  indemnification actions against  the Debit Card Providers.
       Thus, for all of the reasons previously discussed, the public interest
       favors grant of the waiver, rather than strict application of the rule
       that would relieve Network of a substantial part of its legal
       liability due to the purely administrative error of APCC.

   34. In sum, we conclude that the Bureau did not err in granting APCC's
       Waiver Motion. Accordingly, Network's Petition for Reconsideration of
       the Waiver Order is denied.

    2. APCC's March 2002 Informal Complaint was effectively served.

   35. With respect to informal complaints under section 208 of the Act, the
       Commission acts much like a process server. A complainant files with
       the Commission an informal complaint containing, inter alia, "the name
       of the carrier against which the complaint is made," and then "[t]he
       Commission will forward [the] informal complaint[  ] to the
       appropriate carrier for investigation." To facilitate that procedure
       (among other reasons), the Commission's rules require "[e]very common
       carrier ... [to] designate an agent in the District of Columbia ...
       upon whom service of all notices, process, orders, decisions, and
       requirements of the Commission may be made for and on behalf of said
       carrier in any proceeding before the Commission." Service can be
       effectuated "by mailing a copy [of the informal complaint] to the last
       known address."

   36. Here, on March 29, 2002, several months prior to the September 2002
       Informal Complaint discussed above, APCC filed with the Commission and
       mailed to the putative defendant a different informal complaint
       seeking recovery of per-call dial-around compensation.  As previously
       explained, the March 2002 Informal Complaint concerns calls carried by
       Network and Sprint, whereas the September 2002 Informal Complaint
       concerns calls carried by Network and all carriers other than Sprint.

   37. As of the time that APCC filed the March 2002 Informal Complaint,
       NetworkIP, LLC had not designated an agent for service of process in
       the District of Columbia, in violation of Commission rules.
       Nevertheless, the Commission attempted to effectuate service by mail
       on Network's "last known address" by using the following contact
       information provided by APCC in the March 2002 Informal Complaint,
       which was also the address to which APCC itself mailed the March 2002
       Informal Complaint: "Mr. Doug Williams, Network, IP, Inc., 1950
       Stemmons Freeway, Suite 2045, Dallas, TX 75207." APCC had obtained
       that contact information from Sprint during the discovery phase of
       certain federal court litigation, in response to APCC's request for
       identification of all switch-based resellers to which Sprint had
       routed coinless payphone calls originated from APCC payphones. No
       response to the March 2002 Informal Complaint was ever filed.

   38. In September 2002, having received no response to the March 2002
       Informal Complaint, APCC sent to NetworkIP, LLC -- and NetworkIP, LLC
       received -- a letter referencing the March 2002 Informal Complaint and
       suggesting Commission-supervised mediation regarding the dispute.
       Shortly thereafter, APCC filed and successfully served on NetworkIP,
       LLC the September 2002 Informal Complaint; and in that Informal
       Complaint APCC again referenced the March 2002 Informal Complaint. On
       November 15, 2002, APCC faxed to NetworkIP, LLC's counsel -- and
       NetworkIP, LLC's counsel received -- a copy of the March 2002 Informal
       Complaint and the Commission's First Notice. Nevertheless, as stated
       above, NetworkIP, LLC never filed a response to the March 2002
       Informal Complaint.

   39. Network asserts here that the March 2002 Informal Complaint was never
       properly served and that Network received no actual notice of the
       March 2002 Informal Complaint until November 2002. Network argues,
       therefore, that the filing of the March 2002 Informal Complaint did
       not toll the running of the limitations period, and the filing date of
       the June 2003 Damages Complaint does not relate back to the filing
       date of the March 2002 Informal Complaint. Accordingly, in Network's
       view, the recovery period regarding calls carried by Network and
       Sprint should extend back only to June 2001 (two years  before the
       June 2003 Damages Complaint) rather than to October 1, 1999.

   40. To support its assertion that the March 2002 Informal Complaint was
       not properly served, Network points out that (i) the individual
       addressee, Doug Williams, did not work for NetworkIP, LLC; (ii) the
       business addressee, "Network IP, Inc.", did not exist; (iii) the
       address was not of NetworkIP's headquarters; (iv) APCC had previously
       known of NetworkIP, LLC's correct name and address via prior
       correspondence; (v) NetworkIP, LLC had a registered agent in Texas,
       which APCC could have found; (vi) NetworkIP, LLC's website listed its
       headquarters' address, which APCC could have found; (vii) APCC did not
       re-send (or ask the Commission to re-send) the March 2002 Informal
       Complaint when APCC learned of NetworkIP, LLC's correct name and
       address in September 2002.

   41. Network is correct that the filing date of the June 2003 Damages
       Complaint relates back to the filing date of the March 2002 Informal
       Complaint only if the March 2002 Informal Complaint was filed and
       served properly. For the reasons explained below, however, we reject
       Network's arguments regarding service and conclude that the March 2002
       Informal Complaint was effectively served by mail in the Spring of
       2002.

   42. First,  as stated above, NetworkIP, LLC failed to designate an agent
       for service of process in the District of Columbia  and thereby
       violated a  Commission rule designed to avoid precisely the kind of
       service problem alleged here by NetworkIP, LLC.  Thus, Network cannot
       complain about the Commission's attempts to work around NetworkIP
       LLC's rule violation and provide Network actual notice of the informal
       complaint.  Moreover, especially in light of the absence of a
       registered agent, the address used to serve the March 2002 Informal
       Complaint qualifies as the "last known address" under rule 1.47(d),
       because (i) the individual addressee, Doug Williams, worked for a
       closely related affiliate of NetworkIP, LLC; (ii) the business
       addressee, "Network IP, Inc.", is so close to "NetworkIP, LLC" that
       any reasonable person would have suspected that NetworkIP, LLC was the
       intended recipient; (iii) though not of NetworkIP's headquarters, the
       address used  was of a NetworkIP, LLC office containing collocation
       space, manned by several NetworkIP, LLC employees; (iv) the previous
       correspondence between the parties did not clearly identify NetworkIP,
       LLC; (v) APCC obtained the contact information from a credible source,
       Sprint; and (vi) neither APCC's mailing nor the Commission's was ever
       returned as "undeliverable,"  and the Commission never received any
       inquiry about the nature or import of the mailings.  Given all of
       these circumstances, we find that service of the March 2002 Informal
       Complaint was effectively made to Network's "last known address" under
       rule 1.47(d) in the Spring of 2002.

   43. Even assuming, arguendo, that the March 2002 Informal Complaint was
       not effectively served by mail in the Spring of 2002, we conclude that
       it was effectively served in November 2002, for the following reasons.
       Neither the Act nor the Commission's rules specify a deadline for
       effectuating service of a previously filed informal complaint.
       Consequently, we look to federal court procedures for guidance. Under
       federal court procedures, a plaintiff has at least 120 days from the
       complaint's filing date to effectuate service, and a court has broad
       discretion to permit even more time if circumstances warrant. The
       factors courts usually consider most relevant are whether the
       plaintiff made reasonable efforts to effectuate service, and whether
       the delay in service has prejudiced the defendant's ability to defend
       against the claims.

   44. Applying those principles here, we conclude that, in November 2002,
       APCC made effective and sufficiently timely service of the March 2002
       Informal Complaint. First, Network concedes that, on November 15,
       2002, NetworkIP, LLC's counsel received from APCC a copy of the March
       2002 Informal Complaint and of the Commission's First Notice. Such
       actual notice perfects service. Moreover, although the substantial
       delay in perfecting service is far from ideal, it was completed within
       acceptable time limits under the specific circumstances of this case.
       In particular, as described above, reasonable service efforts were
       made in the Spring of 2002, especially given NetworkIP, LLC's failure
       to comply with our rule requiring the designation of an agent for
       service of process in the District of Columbia. Moreover, in September
       2002, APCC made additional reasonable attempts to draw NetworkIP,
       LLC's attention to the March 2002 Informal Complaint. Furthermore,
       Network has not shown - or even attempted to show - any relevant
       prejudice arising from the delay, such as the loss or destruction of
       evidence or the inability to locate key witnesses.

   45. In sum, we hold that the March 2002 Informal Complaint was effectively
       served. Therefore, with respect to calls carried by Network and
       Sprint, the filing date of the June 2003 Damages Complaint relates
       back to the filing date of the March 2002 Informal Complaint.

    3. The informal complaints effectively named Network Enhanced Telecom,
       LLP (NET) as a defendant.

   46. APCC's March 2002 Informal Complaint named "Network IP, Inc." as the
       sole defendant. APCC's September 2002 Informal Complaint named
       "NetworkIP, LLC" as the sole defendant. Neither the March 2002
       Informal Complaint nor the September 2002 Informal Complaint named
       "Network Enhanced Telecom, LLP" -- one of the two defendants named by
       the formal Damages Complaint resolved in this order -- as a defendant.
       Based on these facts, Network argues that the claims in the Damages
       Complaint against Network Enhanced Telecom, LLP cannot relate back to
       the filing date of either Informal Complaint. In Network's view,
       because Network Enhanced Telecom, LLP is an independent legal entity
       separate and distinct from the entities named in the Informal
       Complaints, we cannot link Network Enhanced Telecom, LLP to the claims
       alleged in the Informal Complaints. We disagree.

   47. It is well established that, if the following test is met, the
       Commission may "pierce the corporate veil" and hold one entity liable
       for the acts and omissions of a different entity:

   `[S]eparate corporate structures may be ignored where the purpose of a
   statutory scheme or regulation would otherwise be frustrated. The critical
   question, therefore, is whether the conduct of the [two] corporations in
   light of the relationship which exists among them requires that the legal
   concept of separate corporate identities be disregarded in order to
   preserve the integrity of [the Act] and to prevent the [corporations] from
   defeating the purpose and objective of the statutory provisions....' Other
   criteria include: (1) a common identity of officers, directors and
   shareholders; (2) sharing the same principal offices; [and] closeness of
   relationship between entities.

   48. Applying that test here, we can and should pierce the corporate veil
       and treat Network Enhanced Telecom, LLP as if it had been specifically
       named as a defendant by the Informal Complaints. First, Network
       Enhanced Telecom, LLP and NetworkIP, LLC are, at a minimum, close
       affiliates. Second, Network Enhanced Telecom, LLP and NetworkIP, LLC
       have common officers, common offices, and common phone numbers. Third,
       the two entities hold themselves out as being interchangeable. For
       example, many of the contracts with Debit Card Providers expressly
       identify the Network entity as "Network Enhanced Telecom d/b/a
       NetworkIP."  And  on the website www.networkip.net, NetworkIP, LLC
       identifies itself as "NetworkIP (Network Enhanced Telecom, LLP)."
       Furthermore, in written communications with APCC, correspondence on
       "NetworkIP" letterhead referred to the sender as "NET" (an acronym for
       Network Enhanced Telecom) and "NetworkIP  (NET)," and information
       labeled as pertinent to "NET" was produced in response to inquiries
       regarding NetworkIP. Indeed, in certain comments filed with the
       Commission, the first page identified the commenter as "Network
       Enhanced Telecom, LLP d/b/a Network IP (`NET')."

   49. The foregoing facts show a common identity between NetworkIP, LLC and
       Network Enhanced Telecom LLP. Given this operational overlap, "the
       conduct of [Network Enhanced Telecom, LLP and NetworkIP, LLC] in light
       of the relationship which exists among them requires that the legal
       concept of separate corporate identities be disregarded in order to
       preserve the integrity of [section 276 of the Act] and to prevent the
       [Defendants] from defeating the purpose and objective of the statutory
       provisions...." In other words, for all purposes relevant here, we
       should treat these two entities as one and the same. Thus, we consider
       the Informal Complaints' naming of NetworkIP, LLC as a defendant to be
       tantamount to naming Network Enhanced Telecom, LLP as a defendant.
       Accordingly, the Damage Complaint's claims against Network Enhanced
       Telecom, LLP relate back to the filing dates of the Informal
       Complaints. In that way, APCC's PSP principals will receive the level
       of per-call, dial-around compensation contemplated by sections 276 and
       415 of the Act and our payphone compensation rules.

   4. The statute of limitations does not bar APCC's damages claims.

   50. According to Network, on January 26, 2000, it notified APCC
       unequivocally and in writing that it would not agree -- then or ever
       -- to pay dial-around compensation for payphone calls handled by
       Network-owned switches. In Network's view, therefore, APCC's claims
       for payment of dial-around compensation accrued on January 26, 2000
       under the Commission's "discovery" rule; in turn, the two-year
       limitations period under section 415(b) of the Act lapsed on January
       26, 2002, two months before APCC filed any of the damages claims at
       issue here. Consequently, Network argues that the statute of
       limitations in section 415(b) of the Act bars all of APCC's damages
       claims.

   51. Network's argument rests on a flawed understanding of the Commission's
       discovery rule. Contrary to Network's assertion, it is
       well-established that when a complaint concerns periodic continuing
       conduct, such as overbilling or underpaying, a new claim accrues (or
       is "discovered") each time an additional instance of the allegedly
       unlawful conduct occurs. Applying that standard here, APCC's claims
       did not accrue once and for all on January 26, 2000; instead, a new
       claim accrued each time dial-around compensation became due and
       Network failed to pay. Thus, the Damages Complaint is timely under
       section 415(b) of the Act with respect to every instance in which
       payment of dial-around compensation became due, and Network failed to
       pay, during the two years before March 29, 2002 regarding calls
       carried by Network and Sprint, and during the two years before
       September 30, 2002 regarding calls carried by Network and carriers
       other than Sprint.

   5. No equitable grounds warrant barring APCC's claims.

   52. Network argues that, even if timely under section 415(b) of the Act,
       APCC's claims are "barred by the doctrines of waiver, estoppel, and/or
       laches." According to Network, because Network definitively told APCC
       on January 26, 2000 that Network would not pay dial-around
       compensation for calls handled by Network's switches, APCC should have
       either (i) promptly sued the Debit Card Providers, or (ii) sued
       Network before March 2002. Moreover, APCC's failure to take either of
       those actions has allegedly prejudiced Network, because as of October
       2005 many of the Debit Card Providers have ceased to exist,
       diminishing Network's ability to seek indemnification. Thus, in
       Network's view, equity precludes APCC's belated attempt to recover
       from Network here.

   53. Network's argument has no merit. First, as the Bureau Liability Order
       and the Commission Liability Order have held, it is Network who owes
       dial-around compensation, not the Debit Card Providers. Thus, APCC
       never had any duty, equitable or otherwise, to seek recovery from the
       Debit Card Providers.

   54. Second, to obtain an equitable remedy for an opponent's alleged lack
       of diligence, a party must have been scrupulously diligent itself.
       Network falls short in that regard. As early as August 2000, APCC
       notified Network that APCC intended to hold Network, and not the Debit
       Card Providers, responsible for dial-around compensation.
       Notwithstanding this notice, Network's contractual relationships with
       the Debit Card Providers, and the filing of APCC's March 2002 Informal
       Complaint, September 2002 Informal Complaint, and June 2003 Formal
       Complaint, the record contains no evidence that Network has taken any
       steps to (i) ensure that the Debit Card Providers were paying
       dial-around compensation to APCC, or (ii) seek indemnification from
       the Debit Card Providers, even after the Bureau Liability Order was
       released in February 2005. Therefore, Network's present inability to
       obtain full satisfaction via indemnification processes is a dilemma of
       its own making. Accordingly, we reject Network's equitable arguments
       against APCC's damages claim.

   6. Network has failed to meet its burden of proving that APCC's damages
   should be reduced to avoid double recovery.

   55. The parties agree that APCC received some dial-around compensation
       from some of the Debit Card Providers for payphone calls made during
       the Relevant Period. Network maintains, therefore, that any damages
       award here should be reduced by some amount in order to avoid the
       possibility that APCC might recover dial-around compensation from both
       Network and the Debit Card Providers for the same payphone calls. We
       disagree, for the following reasons.

   56. Both parties acknowledge that, at this point, neither APCC nor Network
       can determine the extent, if any, to which the compensation paid by
       Debit Card Providers to APCC was for payphone calls at issue here,
       i.e., calls that were made using a Debit Card Provider's calling card
       and were handled by a Network switch. Only the Debit Card Providers
       might have the call payment information needed to permit such a
       determination. The lack of direct evidence about whether the Debit
       Card Providers' payments were for the calls at issue here would not
       present a problem had the Debit Card Providers contracted exclusively
       with Network to handle coinless payphone calls. We could then readily
       infer that all of the Debit Card Providers' payments to APCC were for
       calls handled by a Network switch, and reduce the damages award on a
       dollar-for-dollar basis.

   57. Network provides no evidence, however, that the Debit Card Providers
       could not and did not contract with facilities-based carriers other
       than Network to handle coinless payphone calls made with their calling
       cards. And a review of Network's contracts with the Debit Card
       Providers reveals no facial bar on Debit Card Providers' ability to
       contract with facilities-based carriers other than Network. In fact,
       virtually all of the contracts specifically state that the
       arrangements between the Debit Card Providers and Network are not
       exclusive.  Thus, as far as the direct evidence in the record shows,
       some, most, or even all of the payments made by Debit Card Providers
       to APCC could have been for coinless payphone calls not at issue here,
       i.e., calls not handled by a Network switch. Consequently, the record
       does not permit a definitive conclusion about the extent, if any, to
       which the Debit Card Providers' payments to APCC were for calls
       handled by a Network switch and thus should reduce the damages award
       to APCC.

   58. Because neither party can provide definitive information about whether
       any of the dial-around compensation paid by Debit Card Providers to
       APCC was for payphone calls handled by a Network switch, the outcome
       here turns heavily on who bears the burden of proof regarding that
       fact. According to Network, because APCC is the complainant, APCC
       bears the burden of proving not only liability and damages generally,
       but also the precise dollar amount of harm arising from Network's
       failure to pay. And in Network's view, providing damages with such
       precision requires APCC to, inter alia, ascertain and net out an
       appropriate amount for sums already received by APCC from Debit Card
       Providers. We disagree, for the following reasons.

   59. Network is correct that, in complaint proceedings under section 208 of
       the Act, the complainant bears the burden of proving liability and
       damages. APCC satisfied that burden, however, by showing that (i)
       Network was the last facilities-based carrier to handle the 11,622,941
       payphone calls at issue, and (ii) Network failed to pay any
       dial-around compensation to APCC for those calls. Having thereby
       demonstrated that the party legally responsible for payment failed to
       pay, APCC has no additional burden to prove further that some third
       parties who were not legally responsible for payment also failed to
       pay. Instead, if Network wants us to reduce its legal obligation to
       pay damages to APCC to account for payments allegedly made to APCC by
       some collateral sources, it is Network's burden to prove that such a
       reduction is warranted. Thus, Network bears the burden of proving how
       much (if any) of the payments made by Debit Card Providers to APCC
       were for payphone calls handled by a Network switch.

   60. Assigning the burden of proof to Network comports with substantial
       precedent holding that the assertion of setoffs for collateral source
       payments is an affirmative defense for which the defendant bears the
       burden of proof. Indeed, Network implicitly acknowledged that
       precedent by twice pleading this issue as an affirmative defense,
       before shifting gears late in the proceeding and arguing that APCC has
       the burden of proof. Moreover, assigning the burden of proof to
       Network is fair and sensible, because Network had (and still has) the
       greater access to pertinent evidence. In particular, unlike APCC,
       Network had a contractual relationship with the Debit Card Providers
       regarding the payphone calls at issue. Thus, unlike APCC, Network had
       a significant opportunity to obtain payment information from the Debit
       Card Providers, either during the Relevant Period or soon after APCC
       notified Network (in 2000, 2002, and 2003) of its intention to hold
       Network (and not the Debit Card Providers) responsible for dial-around
       compensation. Moreover, APCC has no independent basis for developing
       payment information, because during the Relevant Period the Debit Card
       Providers -- like all payors of dial-around compensation -- were not
       required to and did not itemize their payments to APCC according to
       call-paths. Thus, as stated above, Network bears the burden of proving
       how much (if any) of the payments made by Debit Card Providers to APCC
       were for payphone calls handled by a Network switch.

   61. The record evidence supplied by Network falls short of meeting that
       burden. Specifically, having failed to produce evidence that it had
       exclusive contractual arrangements with the Debit Card Providers,
       Network proffers, instead, only two bases for offsetting any damages
       award by amounts paid by the Debit Card Providers to APCC: (i) Network
       alleges that its contracts with the Debit Card Providers obligated the
       Debit Card Providers to pay dial-around compensation; and (ii) Network
       references a letter it sent to the Debit Card Providers reminding them
       of their alleged contractual obligation to pay dial-around
       compensation. Based on only these two pieces of evidence, combined
       with the absence of direct, contrary evidence from APCC, Network
       argues that "the only logical assumption" to draw is that all of the
       Debit Card Providers' payments to APCC were for payphone calls carried
       by a Network switch.

   62. We reject Network's argument, for several reasons. First, the
       contractual language on which Network relies does not appear in many
       of its contracts with the Debit Card Providers. Second, even where it
       does appear, the contractual language is ambiguous about whether a
       Debit Card Provider must pay dial-around compensation to PSPs. Third,
       standing alone, Network's single letter "reminding"  Debit Card
       Providers to pay dial-around compensation directly to PSPs cannot
       support an inference that any or all of the dial-around compensation
       paid by Debit Card Providers to APCC was for calls handled by
       Network's switches, in the absence of evidence of other admonishments
       and reminders. Indeed, give the contractual language's ambiguity, it
       is equally if not more reasonable to assume that the Debit Card
       Providers simply ignored Network's letter because the letter
       conflicted with their interpretation of the contract.

   63. Finally,  even if Network were correct that the contracts obligated
       Debit Card Providers to pay compensation to APCC for the calls at
       issue here, the contracts' lack of exclusivity would still fatally
       undermine Network's position. In particular, Network would still have
       to prove which payments (if any) were for calls handled by a Network
       switch rather than for any other kinds of calls. And despite urging
       from Commission staff,  Network failed to offer any such proof - or
       even an arguably reasonable proxy for allocating the Debit Card
       Providers'  payments between Network-switched calls and non-Network
       switched calls. Network seems to assume that, if it can provide any
       evidence suggesting that some of the Debit Card Providers' payments
       might be for Network-switched calls, then we will simply infer that
       all of the payments were, in fact, for Network-switched calls.
       Network's assumption is incorrect.

   64. To summarize, Network has the burden of proving that payments made by
       Debit Card Providers to APCC were for payphone calls at issue here,
       i.e., calls handled by a Network switch, as opposed to calls handled
       by facilities-based carriers other than Network.  Network has failed
       to meet that burden. Therefore, the payments made by Debit Card
       Providers to APCC provide no basis for reducing the amounts owed by
       Network to APCC.

   IV. CONCLUSION

   65. Because Network was the last facilities-based carrier for 11,622,941
       completed calls from APCC's payphones from October 1, 1999 through
       November 22,  2001, Network owes APCC $.24 for each of those calls,
       which amounts to $2,789,505.84, plus prejudgment interest at an annual
       rate of 11.25% (to be calculated by the parties). All of Network's
       asserted grounds for eliminating or reducing the amount it owes APCC
       lack merit. Specifically, the Enforcement Bureau was correct to waive
       rule 1.718's six-month deadline for filing a formal complaint that
       relates back to the filing date of the September 2002 Informal
       Complaint; APCC's March 2002 Informal Complaint was effectively
       served; both the March 2002 Informal Complaint and the September 2002
       Informal Complaint effectively named Network Enhanced Telecom, LLP as
       a Defendant; neither the statute of limitations nor any equitable
       doctrine bars or reduces APCC's claims on tardiness grounds; and the
       record does not demonstrate that the damages award should be reduced
       by amounts received by APCC from collateral sources. Consequently,
       APCC's Damages Complaint is granted in its entirety.

   V. ORDERING CLAUSES

   66. ACCORDINGLY, IT IS ORDERED, pursuant to sections 1, 4(i), 4(j),
       201(b), 208, 209, and 276 of the Communications Act of 1934, as
       amended, 47 U.S.C. SS 151, 154(i), 154(j), 201(b), 208, 209, 276, and
       sections 1.106, 1.716-1.736 and 64.1300-64.1320 of the Commission's
       rules, 47 C.F.R. SS 1.106, 1.716-1.736, 64.1300-64.1320, that the
       petition of Defendants NetworkIP, LLC and Network Enhanced Telecom,
       LLP for reconsideration of the Bureau's order granting the
       Complainants'motion for a waiver of section 1.718 of the Commission's
       rules, 47 C.F.R. S 1.718, IS DENIED.

   67. IT IS FURTHER ORDERED, pursuant to sections 1, 4(i), 4(j), 201(b),
       208, 209, and 276 of the Communications Act of 1934, as amended, 47
       U.S.C. SS 151, 154(i), 154(j), 201(b), 208, 209, 276, and sections
       1.716-1.736 and 64.1300-64.1320 of the Commission's rules, 47 C.F.R.
       SS 1.716-1.736, 64.1300-64.1320, that the above-captioned formal
       complaint is hereby GRANTED in its entirety, and this proceeding IS
       TERMINATED.

   68. IT IS FURTHER ORDERED, pursuant to sections 1, 4(i), 4(j), 201(b),
       208, 209, and 276 of the Communications Act of 1934, as amended, 47
       U.S.C. SS 151, 154(i), 154(j), 201(b), 208, 209, 276, and sections
       1.716-1.736 and 64.1300-64.1320 of the Commission's rules, 47 C.F.R.
       SS 1.716-1.736, 64.1300-64.1320, that defendants Network IP, LLC and
       Network Enhanced Telecom, LLP SHALL PAY to Complainants APCC Services,
       Inc., Data Net Systems, LLC, Davel Communications, Inc., Jaroth, Inc.
       d/b/a Pacific Telemanagement Services, and Intera Communications
       Corp.,  within 90 days of release of this Order, damages in the amount
       of $2,789,505.84, plus interest at an annual rate of 11.25%,  computed
       beginning on the first day of the quarter following the quarter after
       the quarter in which the billed call was made, continuing through the
       date of payment, excluding the period May 19, 2003 to June 3, 2003.

   FEDERAL COMMUNICATIONS COMMISSION

   Marlene H. Dortch

   Secretary

   Supplemental Complaint for Damages, File No. EB-03-MD-011 (filed Apr. 4,
   2005) ("Damages Complaint").

   47 U.S.C. S 208.

   47 C.F.R. S 1.722.

   See, e.g., 47 C.F.R. SS 64.1300, 1310. Unless otherwise indicated, all
   C.F.R. references to Part 64 of the Commission's rules refer to the rules
   in effect from October 1, 1999 through November 22, 2001. The parties
   refer to the relevant period as ending on Nov. 23, 2001, mirroring
   references made in various letter rulings and orders discussed herein.
   Because a new payphone compensation methodology had to be in place on
   November 23, 2001, as discussed below, we believe it is clearer to say
   that the period under discussion here ran "through November 22, 2001."

   47 U.S.C. SS 201(b), 208, 209, 276.

   We incorporate by reference the facts found during the liability
   proceeding involving these parties in APCC Services, Inc. v. NetworkIP,
   LLC and Network Enhanced Telecom, LLP, Memorandum Opinion and Order, 20
   FCC Rcd 2073 (Enf. Bur. 2005) ("Bureau Liability Order"), aff'd, Order on
   Review, 21 FCC Rcd 10488 (2006) ("Commission Liability Order").

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2074, P 2.

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2074, P 2.

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2074, P 2.

   See, e.g.,. Bureau Liability Order, 20 FCC Rcd at 2074, P 2. "Coinless"
   payphone calls are those initiated, not by depositing coins in the
   payphone, but rather by dialing a special access number that triggers a
   specific service (which may or may not then require the dialing of
   additional numbers), such as directory assistance, operator service,
   toll-free (e.g., "800") service, and calling card service (either pre-paid
   or credit card). See, e.g., Bureau Liability Order, 20 FCC Rcd at 2075, P
   4.

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2077, P 9.

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2077, P 9.

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2077, P 10. Some of the
   Debit Card Providers did not, in fact, sell calling cards directly to end
   users, but rather resold Network's services to other entities, which then
   sold calling cards directly to end users. Some provided "PIN-based
   services."  Id. Neither party asserts that these nuances have any bearing
   on the issues here.

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2077, P 11.

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2077, P 10.

   Id.

   Bureau Liability Order, 20 FCC Rcd at 2074-2077, PP 3-8. See In the Matter
   of Request to Update Default Compensation Rate for Dial-around Calls from
   Payphones, Report and Order, 19 FCC Rcd 15636, 15659 at n.203 (2004)
   ("Update Order"); Implementation of the Pay Telephone Reclassification and
   Compensation Provisions of the Telecommunications Act of 1996, Third
   Report and Order and Order on Reconsideration of the Second Report and
   Order, 14 FCC Rcd 2545, 2638 at P 203 (1999) (some subsequent history
   omitted) ("Third Order"); Third Order on Reconsideration and Order on
   Clarification, 16 FCC Rcd 20922, 20924 at P 6 (2001) ("Clarification
   Order"); Fourth Order on Reconsideration and Order on Remand, 17 FCC Rcd
   2020, 2023 at P 7 (2002) (some subsequent history omitted) ("Fourth
   Order"); Revised Answer to Formal Complaint, File No. EB-03-MD-011 (filed
   Sept. 15, 2003) ("Liability Answer") at 5 P 8; Complainants' Initial Brief
   of Issues Designated by the Commission's Oct. 6, 2005 Letter Ruling, File
   No. EB-03-MD-011 (filed Oct. 28, 2005)  ("Complainants' Initial Brief on
   Damages") at 2.

   Informal Complaint, File No. EB-02-MDIC-0017 (filed Mar. 29, 2002) ("March
   2002 Informal Complaint").

   Informal Complaint, File No. EB-02-MDIC-0071 (filed Sept. 30, 2002)
   ("September 2002 Informal Complaint"). See, e.g., Damages Complaint at 3,
   P 3 and 4, P 6; Answer to Supplemental Complaint for Damages, File No.
   EB-03-MD-011 (filed May 31, 2005) ("Damages Answer") at 2, P 3 and 3 P 6;
   Joint Statement, File No. EB-03-MD-011 (filed July 15, 2005) ("Damages
   Joint Statement") at 5, 7, PP (1) and (13).

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2078-79, P 13.

   Formal Complaint, File No. EB-03-MD-011 (filed June 3, 2003) ("Liability
   Complaint").

   47 C.F.R. S 1.722.

   See, e.g., Bureau Liability Order, 20 FCC Rcd at 2074, n.6.

   Supporting these conclusions was a determination that, with respect to the
   coinless payphone calls at issue, Network (and not the Debit Card
   Providers) was the last facilities-based carrier within the meaning of the
   Commission's rules and orders. Bureau Liability Order, 20 FCC Rcd at 2080,
   2081-82, 2083-85, PP 8, 9-10, 11-13, 22-26.

   Bureau Liability Order, supra.

   Commission Liability Order, supra.

   See P 11, infra.

   See, e.g.,  Damages Answer; Defendants' Initial Brief on Unresolved
   Issues, File No. EB-03-MD-011 (filed Oct. 28, 2005) ("Defendants' Initial
   Brief on Damages");  Defendants' Reply Brief on Unresolved Issues, File
   No. EB-03-MD-011 (filed Nov. 14, 2005) ("Defendants' Reply Brief on
   Damages"); Defendants' Motion and Memorandum of Points and Authorities to
   Compel Full Response to Interrogatory No. 4, File No. EB-03-MD-011 (filed
   Nov. 10, 2005) ("Motion to Compel").

   47 U.S.C. SS 201(b), 208, 209, 276. Note, however, that the prejudgment
   interest period is to be reduced by fifteen days. See  Parts III.A,
   III.B.1., infra.

   See, e.g., Implementation of the Pay Telephone Reclassification and
   Compensation Provisions of the Telecommunications Act of 1996, Fifth Order
   on Reconsideration and Order on Remand, 17 FCC Rcd 21274, 21284-85 at PP
   30-32 (2002) ("Fifth Order"); Fourth Order, 20 FCC Rcd at 2024 n.28; Third
   Order, 14 FCC Rcd at 2630-31, PP 187-189; Implementation of the Pay
   Telephone Reclassification and Compensation Provisions of the
   Telecommunications Act of 1996, Report and Order, 11 FCC Rcd 20541,
   20598-99 at P 115 (1996) ("First Order"); Implementation of the Pay
   Telephone Reclassification and Compensation Provisions of the
   Telecommunications Act of 1996, Order, 13 FCC Rcd 7303, 7305 at P 4 (Com.
   Carr. Bur. 1998) ("Coding Digit Waiver Order"); APCC Services, Inc. v. TS
   Interactive, Inc., Memorandum Opinion and Order, 19 FCC Rcd 10456, 10463
   at P 18 (Enf. Bur. 2004) ("APCC v. TSI").

   47 U.S.C S 415(b).

   See, e.g., Third Order, 14 FCC Rcd at 2638, P 203; Clarification Order, 16
   FCC Rcd at 20924, P 6; Fourth Order, 17 FCC Rcd at 2023, P 7; Bureau
   Liability Order, 20 FCC Rcd at 2074-2077, PP 3-8.  Network asserts that,
   if a payphone compensation claim does not accrue until two quarters after
   a call is made, then APCC cannot obtain recovery for calls completed in
   the two quarters preceding November 23, 2001.  Defendants' Initial Brief
   on Damages at 16-17 and n.7.  Network's assertion confuses the concepts of
   liability attachment and claim accrual.  Liability for a call attaches
   when the call is completed; but a claim for non-payment of that liability
   does not accrue until a carrier fails to pay on the payment due date.  See
   Part III.B.4, infra.  If it were otherwise, a PSP could sue a carrier on
   the day after a call was completed, before a bill was even rendered. Thus,
   Network is liable for all calls completed through November 22, 2001, even
   though some of APCC's claims for Network's failure to pay on that
   liability accrued after that date.

   See, e.g., n.32, supra; Liability Answer at 14, P 16; Complainants'
   Initial Brief on Damages at 2.

   See, e.g., APCC, Inc. v. NetworkIP, LLC and Network Enhanced Telecom, LLP,
   Letter from Alexander P. Starr to Counsel, File No. EB-03-MD-011 (rel.
   Oct. 6, 2005) ("ISC Order") at 3-4; Joint Proposed Order, File No.
   EB-03-MD-011 (filed Sept. 30, 2005) at 3-4.

   See, e.g.,  Update Order, 19 FCC Rcd at 15661, P 79; Bell Atlantic -
   Delaware, Inc. v. Frontier Communications Services, Inc., Memorandum
   Opinion and Order, 16 FCC Rcd 8112, 8115 at P 17 and n.43 (2001) ("Bell
   Atlantic v. Frontier"); Implementation of the Pay Telephone
   Reclassification and Compensation Provisions of the Telecommunications Act
   of 1996, Second Report and Order, 13 FCC Rcd 1778, 1805-06 at PP 59-60
   (1997) (some subsequent history omitted) ("Second Order"); Third Order,
   14 FCC Rcd at 2630-2631, PP 187-189; APCC v. TSI, 19 FCC Rcd at 10466, P
   22; Illinois Bell Telephone Co., Inc. v. One-Call Communications, Inc.,
   Memorandum Opinion and Order, 16 FCC Rcd 16697, 16703 at P 13, n.43 (Enf.
   Bur. 2001). See generally  US Sprint Communications Limited Partnership v.
   Pacific Northwest Bell Telephone Co.,  Memorandum Opinion and Order, 8 FCC
   Rcd 1288, 1298 (1993); TeleDial America, Inc. v. Michigan Bell Telephone
   Co., Order, 8 FCC Rcd 1171 (1993); MCI Telecommunications Corp. v. AT&T
   Co., Memorandum Opinion and Order, 94 F.C.C. 2d 332 (1983).

   Although Network disputes the use of the 11.25% rate, see para. [13],
   infra, the parties agree that interest should be computed annually.
   Complainants' Initial Brief on Damages at 6; Defendants' Reply Brief on
   Damages at 3, n.5. See, e.g., Implementation of the Pay Telephone
   Reclassification and Compensation Provisions of the Telecommunications Act
   of 1996: AT&T Request for Limited Waiver of the Per-Call Compensation
   Obligation, Memorandum Opinion and Order, 13 FCC Rcd 10893, 10895 at P 3
   (Com. Carr. Bur. 1998) ("Coding Digit Waiver Grant Order").

   See, e.g., n.30, supra.

   See, e.g., Coding Digit Waiver Grant Order, 13 FCC Rcd at 10895, P 3. Our
   award of prejudgment interest excludes the period May 19, 2003 to June 3,
   2003, however. See Part III.B.1., infra.

   See Damages Answer at 14-15, PP 39-40; Defendants' Initial Brief on
   Damages at 22-25 (citing  General Communication, Inc. v. Alaska
   Communications Systems Holding, Memorandum Opinion and Order, 16 FCC Rcd
   2834, 2862 at P 72 (2001) ("GCI v. Alaska"), and  Starpower
   Communications, LLC v. Verizon South, Inc., Memorandum Opinion and Order,
   18 FCC Rcd 23625, 23635 at P 19 (2003) ("Starpower v. Verizon")).

   See, e.g.,  Damages Answer at 14-15, PP 39-40; Defendants' Initial Brief
   on Damages at 22-25; Defendants' Reply Brief on Damages at 2, n.3.

   Commission Liability Order, 21  FCC Rcd at 10490, P 6; Bureau Liability
   Order, 20 FCC Rcd at 2085, P 26.

   47 U.S.C. S 415.

   See, e.g., nn.35, 36, supra; see also  Bell Atlantic-Delaware, Inc.. v.
   MCI Telecommunications Corp., Memorandum Opinion and Order, 16 FCC Rcd
   8112, 8120 at P 17 and n.43 (2001); Rainbow Programming Holdings, Inc. v.
   Bell Atlantic-New Jersey, Inc., Memorandum Opinion and Order, 15 FCC Rcd
   11754, 11763 at P 26 (Enf. Bur. 2000); Mile Hi Cable Partners, LP v.
   Public Service Company of Colorado, Order, 15 FCC Rcd 11450, 11458-59 at P
   14 (Cable Ser. Bur. 2000). Our research reveals that the Commission awards
   prejudgment interest in the vast majority of cases. In fact, the failure
   to award prejudgment interest, absent some compelling reason, may
   constitute an abuse of discretion. See, e.g.,  National Communications
   Ass'n, Inc. v. AT&T Co., 1999 WL 258263 (S.D.N.Y. Apr. 29, 1999)
   (citations omitted). It may be that denying prejudgment interest is
   appropriate only if either the complainant has itself acted unlawfully, or
   the principal amount of damages is uncertain, or the complainant will be
   made whole through some other mechanism, such as statutory treble damages.
   None of those circumstances exists here.

   See, e.g., Damages Answer at 14-15, P 39; Defendants' Initial Brief on
   Damages at 23-24; Defendants' Reply Brief on Damages at 3, n.5.

   See, e.g., Damages Answer at 14-15, P 39 (citing Starpower v. Verizon., 18
   FCC Rcd at 23635 P 19 (2003)); Defendants' Initial Brief on Damages at
   23-24 (citing Fourth Order,17 FCC Rcd at 2033, PP 32-33; Fifth Order, 17
   FCC Rcd at 21307, PP 99-101; GCI v. Alaska, 16 FCC Rcd at 2863, P 74)).

   See, e.g., Update Order, 19 FCC Rcd at 15661, P 79; Fifth Order, 17 FCC
   Rcd at 21283-85, 21307, PP 28-31, 99-100; Fourth Order, 17 FCC Rcd at
   2033, P 33 (stating that, "while that approach [of using the 11.25% rate]
   remains fitting in its context, in the very different context of one-time
   ... true-up payments, a commercially-oriented rate is most suitable")
   (emphasis added); Bell Atlantic v. Frontier, 16 FCC Rcd at 8120, P 17 n.43
   (ordering the computation of prejudgment interest at 11.25% and noting
   that the "use of the 11.25 percent interest rate is unique to cases in
   which IXCs are late in making payments to PSPs, and is not necessarily
   applicable in other contexts"); Third Order, 14 FCC Rcd at 2630-31, PP
   187, 189; APCC v. TS Interactive, 19 FCC Rcd at 10466-67, PP 20-21;
   Illinois Bell v. OneCall, 16 FCC Rcd at 16703, P 13 n.43 (stating that
   "[t]he Commission has previously determined that an 11.25% interest rate
   is appropriate when IXCs are late in making payments to PSPs").

   APCC Services, Inc. v. Network IP, LLC and Network Enhanced Services, LLP,
   Order, 20 FCC Rcd 16727 (Enf. Bur. 2005) ("Waiver Order").

   Petition for Reconsideration, File No. EB-03-MD-011 (filed Nov. 22, 2005)
   ("Petition") at 5-7; Reply to Complainants' Opposition to Defendants'
   Petition for Reconsideration, File No. EB-03-MD-011 (filed Dec. 16, 2005)
   ("Petition Reply") at 3-4.

   Petition at 7-9; Petition Reply at 9.

   Petition at 8-17; Petition Reply at 5-10.

   Our rules permit us to adjudicate a petition for reconsideration of an
   order issued pursuant to delegated authority. 47 C.F.R. S 1.106(a)(1).
   Doing so makes sense here, given that this Order resolves all other
   outstanding issues. See generally 47 U.S.C. SS 154(i), (j); 47 C.F.R. S
   1.1. Moreover, by adjudicating the Petition in conjunction with resolving
   all other outstanding issues, we render moot APCC's otherwise compelling
   objection that the Petition improperly seeks interlocutory relief. See
   Opposition to Defendants' Petition for Reconsideration, File No.
   EB-03-MD-011 (filed Dec. 9, 2005) ("Opposition to Recon.") at 6-7 (citing
   47 C.F.R. S 1.106(a)(1) (stating that "[p]etitions for reconsideration of
   ... interlocutory actions will not be entertained")).

   47 C.F.R. SS 1.716-1.718.

   47 C.F.R. SS 1.720-1.736.

   47 U.S.C. S 415(b).

   See, e.g., Operator Communications, Inc. v. Contel of the South, Inc.,
   Memorandum Opinion and Order, 20 FCC Rcd 19783, 19792  at P 23 (2005).

   47 C.F.R. S 1.718 (stating, in pertinent part, that a formal complaint
   "will be deemed to relate back to the filing date of the informal
   complaint: Provided, That the formal complaint: (a) Is filed within six
   months from the date of the carrier's [i.e., the defendant's] report . . .
   ").

   September 2002 Informal Complaint. In Network's view, the Waiver Order's
   statement that APCC's informal complaint effectively named Network
   Enhanced Telecom, LLP, as a defendant is incorrect. Petition at 3 n.2. We
   reject Network's assertion elsewhere in this Order. See Part III.B.3.,
   infra.

   See, e.g., September 2002 Informal Complaint.  As explained previously,
   due to certain unique characteristics of payphone billing and payment
   cycles, payphone compensation claims accrue on the first day of the
   quarter following the quarter after the quarter in which the call was
   made. Thus, an informal complaint filed on September 30, 2002 allows
   recovery for calls made from April 1, 2000 forward. See, e.g., Part III.A,
   supra. Network points out that APCC's September 2002 Informal Complaint
   purports to seek recovery back to October 7, 1997. Petition at 3 n.2. It
   has subsequently become clear, however, that APCC is seeking recovery for
   only the shorter period described above. See, e.g., ISC Order at 3-4, PP
   12-13;  Complainants' Initial Brief on Damages at 2-3.

   Response to Informal Complaint, File No. EB-02-MDIC-0071 (filed Nov. 19,
   2002).

   As discussed elsewhere herein, prior to the September 2002 Informal
   Complaint, APCC had submitted a different informal complaint on March 29,
   2002. See Parts II.B, III.B.2-3. The September 2002 Informal Complaint
   seeks recovery of per-call dial-around compensation for payphone calls
   involving Network and all carriers other than Sprint, whereas the March
   29, 2002 informal complaint seeks such recovery only for payphone calls
   involving Network and Sprint. See Part II.B, supra.

   See, e.g., Supplemental Complaint for Damages [rejected], File No.
   EB-03-MD-011 (served May 19, 2003) ("Attempted Damages Complaint") at 31
   (Certificate of Service); Damages Joint Statement at 9, P (9); Waiver
   Order, 20 FCC Rcd at 16729, P 5.

   Attempted Damages Complaint at 31; Opposition to Complainants' Motion for
   a Partial Waiver of Section 1.718 of the Commission's Rules, File No.
   EB-03-MD-011 (filed June 9, 2003) ("Opposition to Waiver Motion") at 2;
   Damages Joint Statement at 9 (stating that Complainants "submitted" a
   formal complaint on May 19, 2003); Waiver Order, 20 FCC Rcd at 16729, P 5;
   but see Damages Answer at 2, P 7 (stating that Defendants never received
   the May 19, 2003 complaint ).

   47 C.F.R. S 1.1106. See Complainants' Motion for Partial Waiver of Section
   1.718 of the Commission's Rules, File No. EB-03-MD-011 (filed June 3,
   2003) ("Waiver Motion") at 4-5.

   See generally 47 C.F.R. S 1.1116(a). See, e.g., Waiver Motion at 5;
   Opposition to Waiver Motion at 2; Damages Answer at 4; Damages Joint
   Statement at 9.

   See, e.g., 47 C.F.R. S 1.1116(a)(2).

   See  Waiver Order, 20 FCC Rcd at 16729, P 6;  Waiver Motion at 4-5, 7-9.

   See  Waiver Order, 20 FCC Rcd at 16729, P 7;  Liability Complaint, supra.

   Waiver Motion.

   See, e.g. ,Waiver Order at 5, 15-17. The financial differential between
   the two recovery periods (i.e., April 1, 2000 through November 22, 2001
   with the waiver, versus January 2, 2001 through November 22, 2001 without)
   is over one million dollars in principal amounts owed. See Waiver Order at
   4, n.23; ISC Order at 3-4, PP 12, 13.

   Waiver Order, 20 FCC Rcd at 16730-31, P 9 (quoting Application for Review
   by Information Technology Dept. of State of North Dakota, Order, 18 FCC
   Rcd 21521, 21524 at P 9 (2003) ("North Dakota Order"), rev'd on other
   grounds, In the Matter of Request for Review of the Decision of the
   Universal Service Administrator by Bishop Perry Middle School, New
   Orleans, LA, Order, 21 FCC Rcd 5316 (2006) ("Schools and Libraries Waiver
   Order"). Put differently, "[w]hile an applicant for a waiver faces a heavy
   burden of persuasion, the Commission must give a `hard look' to
   meritorious waiver requests and may grant such requests where the waiver
   will not undermine the policy of the general rule and where public
   interest considerations require the waiver." Id. (quoting  Application of
   Winstar Broadcasting, Memorandum Opinion and Order, 17 FCC Rcd 6126, 6128
   at P 9 (2003) ("Winstar Order"). See, e.g., Delta Radio, Inc. v. FCC, 387
   F.3d 897, 900-901 (D.C. Cir. 2004); Mountain Solutions, Ltd., Inc. v FCC,
   197 F.3d 512, 517-522 (D.C. Cir. 1999); Northeast Cellular Telephone v.
   FCC, 897 F.2d 1164, 1166 (D.C. Cir. 1990).

   Opposition to Waiver Motion.

   See n.69, supra.

   Waiver Order, 20 FCC Rcd at 16730-33, PP 8-14 (relying upon, inter alia,
   Metricom, Inc. Request for Waiver of Section 27.208(A) of the Commission's
   Rules, Order, 13 FCC Rcd 890 (Wireless Tel. Bur. 1998) ("Metricom Waiver
   Order") (granting two-day waiver of payment deadline, because delay was
   caused by applicant's bank's error in transmitting payment to Mellon
   Bank); Southern Communications Systems, Inc. Request for Waiver of Section
   24.711(a)(2) of the Commission's Rules, Order, 12 FCC Rcd 1532 (Wireless
   Tel. Bur. 1997) ("SCS Waiver Order") (granting one-day waiver of payment
   deadline, because of applicant's prior record of compliance, prompt
   remedial action, and good faith effort to pay on time); MFRI, Inc.
   Request for Waiver of Section 24.711(a)(2) of the Commission's Rules,
   Order, 12 FCC Rcd 1540 (Wireless Tel. Bur. 1997) ("MFRI Waiver Order")
   (granting one-day waiver of payment deadline, because applicant attempted
   to pay on time and failed only due to administrative errors); Longstreet
   Communications Int'l, Inc. Request for Waiver of Section 24.711(a)(2) of
   the Commission's Rules, Order, 12 FCC Rcd 1549 (Wireless Tel. Bur. 1997)
   ("Longstreet Waiver Order") (granting nine-day waiver of payment deadline,
   because  of applicant's prior record of compliance, prompt remedial
   action, and good faith effort to pay on time); Application of Fred Farley
   for Authority to Construct and Operate a Domestic Public Cellular Radio
   Telecommunications Service, Memorandum Opinion and Order, 4 FCC Rcd 4670
   (Com. Car. Bur. 1989) ("Farley Waiver Order") (granting three-day waiver
   of filing deadline, because improper filing on due-date was caused by
   clerical error)).

   Waiver Order, 20 FCC Rcd at 16732, PP 12-13. In other words, the
   calculation of prejudgment interest on APCC's award of payphone
   compensation in this damages proceeding will exclude the period from May
   19, 2003 to June 3, 2003.

   47 U.S.C S 276(b)(1). See generally, Schools and Libraries Waiver Order,
   supra.

   Petition at 5-7; Petition Reply at 3-4. Network inexplicably failed to
   raise this issue in its Opposition to APCC's Waiver Motion; consequently,
   we could have declined to address this issue here. See, e.g., Knology,
   Inc. v. Georgia Power Co., Memorandum Opinion and Order, 18 FCC Rcd 24615,
   24617 n.16, 24624 (2003) ("Knology v. Georgia Power") (and cases cited
   therein) (declining to consider belatedly raised issues).

   See, e.g., In the Matter of Meredith/New Heritage Strategic Partners,
   L.P., Memorandum Opinion and Consolidated Order, 9 FCC Rcd 6841, 6842 at P
   6 (1994) ("Meredith") (stating that, "[w]here the time limit is not set by
   statute, but is regulatory in nature, the Commission may exercise its
   discretion and accept late-filed materials in appropriate circumstances,
   upon a showing of good cause").

   Petition at 8-9 (quoting Meredith, 9 FCC Rcd at 6843, P 9).

   Petition at 9 (quoting Meredith, 9 FCC Rcd at 6843, P 10, and also citing
   In the Matter of Time Warner Entertainment/Advance-Newhouse Partnership v.
   Florida Power & Light Co., Order on Reconsideration, 14 FCC Rcd 18899,
   18901 at P 5 (Cable Serv. Bur. 1999) ("Time Warner"); In Re Applications
   of Clifford Stanton Heinz Trust, Memorandum opinion and Order, 11 FCC Rcd
   5354, 5358 at P 20 (Wireless Tel. Bur. 1996) ("Heinz Trust")). See
   Petition at 7-9, 11-12; Petition Reply at 9.

   Id.

   Like the statute of limitations issue discussed above, Network
   inexplicably failed to raise this waiver standard issue in its Opposition
   to APCC's Waiver Motion; consequently, we could have declined to address
   this issue here. See, e.g., Knology v. Georgia Power, 18 FCC Rcd at 24617
   n.16, 24624.

   Meredith, 9 FCC Rcd at 6843, P 9 (emphasis added). See In the Matter of
   Northeast Gwinnett Cablevision, Memorandum Opinion and Order, 13 FCC Rcd
   10282, 10284 at P 6 (Cable Serv. Bur. 1998) ("Northeast Gwinnett
   Cablevision") (stating that "[t]he Commission made it clear in its
   decision in [Meredith] that it will strictly apply the good cause standard
   in connection with filing deadlines initiating adjudicatory
   proceedings....") (emphasis added). Network implicitly acknowledges that
   the Meredith standard applies only to deadlines for pleadings that
   initiate an adjudicatory proceeding. See  Petition at 2 (stating that,
   "[i]n cases involving pleadings that initiate adjudications, deadlines may
   be waived only if Complainants had a legitimate reason ....") (emphasis
   added); Petition Reply at 9 n.6.

   See generally  In the Matter of: Continental Cablevision of Massachusetts,
   Inc., Memorandum Opinion and Order, 13 FCC Rcd 13782 (1998) (applying
   Meredith standard to a deadline for filing a complaint initiating a
   proceeding); In the Matter of Falcon Cablevision, Memorandum Opinion and
   Order, 16 FCC Rcd 8845 (Cable Serv. Bur. 2001) (same); In the Matter of
   Falcon Cablevision, Consolidated Memorandum Opinion and Order, 16 FCC Rcd
   4633 (Cable Serv. Bur. 2001) (same); Northeast Gwinnett Cablevision, supra
   (same); Falcon Classic Cable v. McCreary County, KY, Memorandum Opinion
   and Order, 13 FCC Rcd 6489 (Cable Serv. Bur. 1998) (same); In the Matter
   of Falcon Cablevision, Memorandum Opinion and Order, 12 FCC Rcd 4190
   (Cable Serv. Bur. 1997) (same); but see  Time Warner, supra; Heinz Trust,
   supra; In the Matter of: Telenois, Inc., Order, 10 FCC Rcd 9530 (Cable
   Serv. Bureau 1995) (applying Meredith standard to deadlines for filing
   application for review, opposition to reconsideration petition, and
   opposition to rate complaint, respectively).

   We note that, in the most recent Commission-level reference to Meredith,
   the Commission implied that the Meredith standard might not materially
   differ from the general waiver standard. In re Application of Independent
   Communications, Inc., Memorandum Opinion and Order, 15 FCC Rcd 7080, 7082
   at P 8 (1999) (stating that, "[i]n demonstrating good cause [for a
   deadline waiver] in connection with adjudicatory pleadings, a party need
   only provide a legitimate reason for not being able to file pleadings
   within the time specified as opposed to `unusual or compelling
   circumstances'....").

   See Meredith, supra; Time Warner, supra; Heinz Trust, supra.

   Petition at 10-12; Petition Reply at 9.

   North Dakota Order, 18 FCC Rcd at 21524, P 9.

   See, e.g., n.73, supra;  Schools and Libraries Waiver Order, 21 FCC Rcd
   at 5321, 5323, 5324, 5326-27, PP 11, 14, 16, 20, 22;  In the Matter of
   Federal-State Joint Board on Universal Service, North River Telephone
   Cooperative, Order, 2006 WL 3814766, __ FCC Rcd __, DA 06-2584 (Wireline
   Comp. Bur. Dec. 28, 2006) at P 6;  In the Matter of Requests for Review
   and Waiver of the Decision of the Universal Service Administrator by
   Alaska Gateway School District et al., Order, 21 FCC Rcd 10182, 10186
   (Wireline Comp. Bur., Sept. 14, 2006) ("Alaska Gateway Order") at P 7;  In
   the Matter of Federal-State Joint Board on Universal Service: Cellular
   South Licenses, Inc. Petition for Waiver of Section 54.802(a) of the
   Commission's Rules, Order, 21 FCC Rcd 9165, 9168-69  (Wireline Comp. Bur.,
   Aug. 14, 2006) at PP 8-9; In the Matter of Federal-State Joint Board on
   Universal Service; Dixon Telephone Co., Lexcom Telephone Co., Citizens
   Telephone Co. of Higginsville, Missouri Petitions for Waiver of Section
   54.301 Local Switching Support Data Submission Reporting Date, Order, 21
   FCC Rcd 1717 (Wireline Comp. Bur. 2006); In the Matter of Federal-State
   Joint Board on Universal Service; Fibernet, LLC Petition for Waiver of FCC
   Rule 54.307(c)(4), Order, 20 FCC Rcd 20316, (Wireline Comp. Bur. 2005); In
   the Matter of Federal-State Joint Board on Universal Service; Alliance
   Communications Cooperative, Inc. and Hills Telephone Co., Inc., East
   Ascension Telephone Co., LLC, Columbus Telephone Co. Petitions for Waiver
   of Section 54.301 Local Switching Support Data Submission Reporting Date,
   Order, 20 FCC Rcd 18250 (Wireline Comp. Bur. 2005); In the Matter of
   Federal-State Joint Board on Universal Service; Citizens Communications
   and Frontier Communications Petition for Waiver of Section 54.802(a) of
   the Commission's Rules, Order, 20 FCC Rcd 16761 (Wireline Comp. Bur.
   2005).

   Petition at 12-14.

   Waiver Order, 20 FCC Rcd at 16727-28, 16730, 16733, PP 1, 8, 15.

   Petition at 11-12.

   See, e.gSchools and Libraries Waiver Order at PP 11 ("applicants' errors
   could not have resulted in an advantage for them"), 14, 16, 20, 22;
   Metricom Waiver Order, 13 FCC Rcd at 891, P 6; SCS Waiver Order, 12 FCC
   Rcd at 1534, P 8; MFRI Waiver Order, 12 FCC Rcd at 1542, P 7; Longstreet
   Waiver Order, 12 FCC Rcd at 1551, P 7. See also  Alaska Gateway Order, 21
   FCC Rcd at 10185-86, P 7; Request for Waiver Filed byUtica City School
   District, Order, 21 FCC Rcd 8758 (Wireline Comp. Bur. 2006).

   Petition at 15-17.

   Bureau Liability Order, 20 FCC Rcd at 2077-78, P 11. Many, if not all, of
   Network's contracts with Debit Card Providers might be construed to
   require the Debit Card Providers to hold Network harmless for payphone
   compensation due on calls made with the Debit Card Providers' products.
   See Liability Answer at Att. B.

   See generally, Schools and Libraries Waiver Order, 21 FCC Rcd  at  5321,
   5323, 5324, 5326-27, PP 11, 14, 16, 20, 22 (granting waivers to prevent
   substantial financial harm that would otherwise result from minor,
   good-faith procedural mistakes). Network also asserts that APCC's failure
   to prosecute its claims diligently counsels against waiver of rule 1.718.
   Petition at 15-16. To the extent that Network is referring to APCC's
   failure to sue the Debit Card Providers, Network's argument
   mischaracterizes the proper targets of APCC's collection efforts. See
   Commission Liability Order, supra; Bureau Liability Order, supra  (both
   holding that Network, and not the Debit Card Providers, are liable to
   APCC). To the extent that Network is referring to APCC's failure to sue
   Network until September 30, 2002, the two-year statute of limitations in
   section 415(b) of the Act adequately addresses any concerns arising from
   the timing of APCC's action.

   47 C.F.R. S 1.716.

   47 C.F.R. S 1.717.

   47 C.F.R. S 1.47(h) (emphasis added).

   47 C.F.R. S 1.47(d).

   See, e.g., March 2002 Informal Complaint; Damages Joint Statement at 6;
   APCC Services, Inc. v. NetworkIP, LLC and Network Enhanced Telecom, LLP,
   Complainants' Initial Brief on Issues Designated by the Commission's June
   21, 2005 Letter Ruling, File No. EB-03-MD-011 (filed July 1, 2005)
   ("Complainants' Initial Brief on Service"), Attachment 10 at 2, P 4.

   See, e.g., March 2002 Informal Complaint; September 2002 Informal
   Complaint.

   See Forms 499-A for 2001 and 2002 for NetworkIP, LLC, contained in a
   database maintained by the Universal Service Administrative Co. and
   accessible through the Enforcement Bureau listing on the Commission's
   website, www.fcc.gov. Network does not deny APCC's allegation that
   NetworkIP, LLC lacked a designated agent in the District of Columbia as of
   March 29, 2002. See Damages Complaint at 3 n.2.

   APCC Services, Inc. v. NetworkIP, LLC, Official Notice of Informal
   Complaint, File No. EB-02-MDIC-0017 (April 17, 2002) ("First Notice")
   (directing a response within 30 days); Complainants' Initial Brief on
   Service, Attachment 4; March 2002 Informal Complaint; Damages Joint
   Statement at 5-6;  Complainants' Initial Brief on Service at 7 and
   Attachment 10 at 2, P 4.

   See, e.g., March 2002 Informal Complaint at 4; Damages Joint Statement at
   6.

   See, e.g., Damages Answer at 3; Defendants' Brief Regarding Complaints'
   [sic] Failure to Serve the March 29, 2002, Informal Complaint, File No.
   EB-03-MD-011 (filed July 1, 2005) ("Defendants' Initial Brief on Service")
   at 7, n.5; Defendants' Reply Brief Regarding Complainants' Failure to
   Serve the March 29, 2002 Informal Complaint, File No. EB -03-MD-011 (filed
   July 11, 2005) ("Defendants' Reply Brief on Service") at 8; Damages Joint
   Statement at 7 P (16).

   See, e.g., Complainants' Initial Brief on Service at Attachment 3; Damages
   Answer at 3; Damages Joint Statement at 6 P (9).   In addition, in October
   2002, the Commission sent another notice -- to the same address as the
   First Notice - directing a response to the March 2002 Informal Complaint.
   APCC Services, Inc. v. NetworkIP, LLC and Network Enhanced Telecom, LLP,
   Official Notice of Informal Complaint, Notice of Possible Enforcement
   Action, File No. EB-02-MDIC-0017 (Oct. 9, 2002) ("Second Notice");
   Complainants' Initial Brief on Service at Attachment 5;  Damages Joint
   Statement at 7.

   See, e.g., September 2002 Informal Complaint, supra; Damages Joint
   Statement at 7, P (13); Defendants' Initial Brief on Service at 6. APCC
   mailed the September 19, 2002 letter and the September 2002 Informal
   Complaint to a different address than it mailed the March 2002 Informal
   Complaint. Compare  March 2002 Informal Complaint with September 2002
   Informal Complaint and Complainants' Initial Brief on Service at
   Attachment 3.

   September 2002 Informal Complaint at 2 n.3.

   See, e.g., Complainants' Initial Brief on Service, Attachment 8 at 2;
   Damages Joint Statement at 7.

   NetworkIP, LLC also never responded in writing to APCC's September 19,
   2002 letter. See Complainants' Initial Brief on Service at 4.

   See, e.g., Liability Answer at 7, P 25, 15; Damages Answer at 27, P 94,
   30, PP 101-102; Defendants' Initial Brief on Service at 2-7; Defendants'
   Reply Brief, File No. EB-03-MD-011 (filed July 11, 2005) ("Defendants'
   Reply Brief on  Service") at 1-6.

   See, e.g., Liability Answer at 14-16; Damages Answer at 14; Petition at 3
   and n.2, 16 and n.23 Defendants' Initial Brief on Service at 4-5, 7, n.5;
   Defendants' Reply Brief on Service at 2, 4-6.

   See, e.g., Liability Answer at 14-16; Damages Answer at 14; Petition at 3
   and n.2, 16 and n.23; Defendants' Initial Brief on Damages at 12;
   Defendants' Initial Brief on Service at 4-5, 7, n.5; Defendants' Reply
   Brief on Service at 2, 4-6. Network also contends that the filing date of
   the June 2003 Damages Complaint cannot relate back to the filing date of
   the March 2002 Informal Complaint, because the time between those two
   filings exceeded the six-month period specified in rule 1.718. See Damages
   Answer at 27; Petition at 3, 16; Defendants' Initial Brief on Damages at
   13-14. To support that contention, Network suggests that where, as here,
   no response to an informal complaint is filed, the six-month relation-back
   period should be deemed to start running from the filing date of the
   informal complaint (or thereabouts), rather than from a non-existing
   response; otherwise, the dispute could linger indefinitely in the informal
   complaint phase, undermining the rule's goal of promoting speed and
   finality. Defendants' Initial Brief on Damages at 13-14. Network's
   contention lacks merit. As previously explained, the rule's plain language
   clearly provides that the six-month period runs from the date of the
   defendant's response, not from the date of the informal complaint. 47
   C.F.R. S 1.718. Moreover, a defendant has the power to prevent undue
   lingering of claims by simply filing a response. Finally, the Commission
   has ample authority to manage the informal complaint docket so as to
   prevent claims from becoming stale. See, e.g., 47 U.S.C. SS 154(i)-(j);
   Implementation of the Telecommunications Act of 1996: Amendment of Rules
   Governing Procedures to be Followed When Formal Complaints Are Filed
   Against Common Carriers, Report and Order, 12 FCC Rcd 22497, 22501, 22539,
   22559, at PP 5, 95, 128, 144 (1997) ("Formal Complaints Order")
   (subsequent history omitted). Here, Network never filed a response to the
   March 2002 Informal Complaint, so the six-month period applicable to that
   Informal Complaint (as opposed to the September 2002 Informal Complaint)
   had not even begun to run when APCC filed the June 2003 Damages Complaint.

   See, e.g., Defendants' Initial Brief on Service at 2-7; Defendants' Reply
   Brief on Service at 1-6.

   Indeed, rather than attempt to provide Network actual notice of the
   informal complaint via U.S. mail, the Commission could have simply
   "posted" the informal complaint in the Commission Secretary's Office. 47
   U.S.C. S 1.47(h).

   NetworkIP, LLC and the affiliate for which Mr. Williams worked had common
   officers, a common address (including suite number), and a common phone
   number. Liability Answer at 18; Complainants' Reply Brief of Issues
   Designated by the Commission's June 21, 2005 Letter Ruling, File No.
   EB-03-MD-011 (filed July 11, 2005) ("Complainants' Reply Brief on
   Service") at 2-3 and Attachment 1. Further, that affiliate was named in
   several of the contracts submitted in the record by Network as guarantor
   of NetworkIP and NET obligations to customers. See, e.g., Liability Answer
   at Attachment B-30. In addition, Mr. Williams, at the Dallas address, had
   been Sprint's contact for its business relationship with NetworkIP for at
   least a year. Complainants' Initial Brief on Service at 3 and Attachment
   3.

   See n.142, infra.

   Opposition to Motion for Waiver at 4; Defendants'Initial Brief on Service
   at 2-3; Complainants' Reply Brief on Service at 4; Damages Joint Statement
   at 6; www.networkip.net. Further, the telephone at that address (a number
   provided for NetworkIP by local directory assistance) was answered
   "NetworkIP," and the receptionist confirmed the Dallas address as
   NetworkIP's address. Complainants' Initial Brief on Service, Attachment 10
   at 2.

   See Initial Brief on Service at Attachment 13.

   March 2002 Informal Complaint at 4.; Liability Complaint at 12, P 24 and
   Attachment 10; Damages Joint Statement at 6, P (3); Complainants' Initial
   Brief on Service at 2 and Attachment 1.

   Complainants' Initial Brief on Service at 6-7 and Attachment 10. Further,
   as APCC notes, complainants in the dial-around compensation context often
   do not have nearly as much useful identifying information (or access to
   such information) as does a typical plaintiff in court serving process on
   a typical defendant. See  Complainants' Reply Brief on Service at
   Attachment 4. Unlike a typical plaintiff in court, dial-around
   complainants "are obliged by law to allow calls from payphones that will
   be routed to any carrier for completion, including calls that during the
   period covered by this dispute were completed by FBRs [facilities-based
   resellers] who were unknown to Complainants and whom Complainants had no
   means of identifying and tracking." Complainants' Reply Brief on Service
   at 7. See, e.g., Pay Telephone Reclassification and Compensation
   Provisions of the Telecommunications Act of 1996, Further Notice of
   Proposed Rulemaking, 18 FCC Rcd 11003, 11107 at P 7 (2003); Pay Telephone
   Reclassification and Compensation Provisions of the Telecommunications Act
   of 1996: Petitions for Clarification, Third Order on Reconsideration and
   Order on Clarification, 16 FCC Rcd 20922, 20924 at P 6 (2001); Second
   Order, 16 FCC Rcd at 8103, P 8; Coding Digit Waiver Grant Order, 13 FCC
   Rcd at 10915-16, P 38.

   See generally  State of Wisconsin - Educational Communications Board v.
   DirecTV, Memorandum Opinion and Order, 18 FCC Rcd 20261 (Media Bur. 2003)
   (finding service to be adequate under circumstances analogous to those
   here).

   See, e.g.,  In the Matter of Implementation of the Telecommunications Act
   of 1996: Amendment of Rules Governing Procedures to Be Followed When
   Formal Complaints Are Filed Against Common Carriers, Order on
   Reconsideration, 16 FCC Rcd 5681, 5685 at P 33 (2001); Formal Complaints
   Order, 12 FCC Rcd at 22503, 22530,  P 20 and n.48, P 73 and n.204; In the
   Matter of Implementation of the Telecommunications Act of 1996: Amendment
   of Rules Governing Procedures to Be Followed When Formal Complaints Are
   Filed Against Common Carriers, Report and Order, 3 FCC Rcd 1806, 1811-12
   at P 47 (1988).

   See, e.g., Fed.R.Civ.P. 4(m) (and Advisory Committee Notes thereto);
   Wright & Miller, 4B Federal Practice & Procedure, S 1137 (3d ed. 2002).
   More precisely, the court must extend the service deadline beyond 120 days
   if "good cause" to do so exists, and the court has broad discretion to
   extend the service deadline beyond 120 days even in the absence of good
   cause. See, e.g., id.

   See, e.g., id.

   Defendants' Reply Brief on Service at 2; Damages Joint Statement at 7, P
   (15).

   See, e.g., International Telecharge, Inc. v. Southwestern Bell Telephone
   Co., Memorandum Opinion and Order, 11 FCC Rcd 10061, 10077 at P 43 (Com.
   Car. Bur. 1996); Cellular Marketing, Inc. v. Houston Cellular Telephone
   Co., Order, 10 FCC Rcd 8897, 8898 at P 6 (Wireless Tel. Bur. 1995);
   Telecable Associates, Inc. v. South Central Bell Telephone Co., 6 FCC Rcd
   6850, 6850 at P 5 (Com. Car. Bur. 1991); UACC Midwest, Inc. v. South
   Central Bell Telephone Co., Order, 6 FCC Rcd 6847, 6848 at P 7 (Com Car.
   Bur. 1991). Network maintains that we cannot consider the November 15,
   2002 delivery to NetworkIP, LLC's counsel to be sufficient service,
   because doing so would apply retroactively an unprecedented "actual
   notice" standard that can be adopted only through a notice-and-comment
   rulemaking and applied only prospectively. See Defendants' Reply Brief on
   Service at 6. Our ability to cite the multiple authorities referenced
   earlier in this footnote amply refutes Network's contention.

   See, e.g.,  Husowitz v. American Postal Workers Union. 190 F.R.D. 53, 58
   (E.D.N.Y. 1999). Network asserts that some Debit Card Providers have gone
   out of business, which hinders Network's ability to seek indemnification.
   See, e.g., Defendants' Initial Brief on Damages at 17-19, 25, Attachment
   5. Network does not assert, however, that those events occurred between
   March and November 2002.

   March 2002 Informal Complaint.

   September 2002 Informal Complaint.

   Defendants' Initial Brief on Service at 2-9; Defendants' Reply Brief on
   Service at 2-6 .

   Liability Answer at 15-16; Defendants' Reply Brief on Service at 7.

   Publix Network Corporation, Order to Show Cause and Notice of Opportunity
   for Hearing, 17 FCC Rcd 11487, 11504 at P 39 (2002) (finding that five
   interrelated companies were, "for legal purposes, one and the same")
   ("Publix") (quoting Petition of Telecable to Stay, Decision, 19 F.C.C. 2d
   574, 585 at P 36 (1969) (finding that two affiliated companies "must be
   treated as a single operation") ("Telecable")) (footnotes omitted). See,
   e.g., In re Applications of Ameritech Corp., Transferor, and SBC
   Communications Inc.,  Transferee, Memorandum Opinion and Order, 14 FCC Rcd
   14712, 14898, n.825 (1999); Petition by Dimension Cable TV, Inc. to Stay,
   Memorandum Opinion and Order, 27 F.C.C. 2d 43, 46 at P 7 (Rev. Bd. 1971)
   (finding that two affiliated entities would be treated as one entity for
   purposes of the proceeding) ("Dimension").

   See www.networkip.net and Complainants' Initial Brief on Service at
   Attachment 12 (the former identifying NetworkIP as a privately held
   company, and the latter establishing NET as NetworkIP's "initial member").
   APCC asserts that NetworkIP is solely owned by NET. Liability Reply at 15.

   Damages Reply at Att. 5; Complainants' Initial Brief on Service at 9,
   n.22, Attachment 10; Complainants' Reply Brief on Service at 2-3;
   www.networkip.net; Defendants' Initial Brief on Service at Attachments A
   and E; Defendants' Reply Brief on Service at Attachments A and B; Damages
   Joint Statement at 6 P (10).

   See, e.g., Liability Answer at Attachment B-18.

   Reply to Defendants' Answer to Formal Complaint, File No. EB-03-MD-011
   (filed Sept. 24, 2003) ("Liability Reply") at 15-16; Complainants' Initial
   Brief on Service at Attachment 16; www.networkip.net.

   Liability Reply at 15-16; Complainants' Initial Brief on Service at
   Attachment 13; Defendants' Reply Brief on Service at Attachment B.

   Complainants' Initial Brief on Service at 9-10 and Attachment 14;
   Defendants' Reply Brief on Service at Attachment B.

   Complainants' Initial Brief on Service at Attachment 15 (Comments in CC
   Docket No. 96-128, Implementation of Payphone Classification and
   Compensation Provisions of the Telecommunications Act of 1996 (filed Oct.
   9, 2001)).

   Publix, 17 FCC Rcd at 11504, P 39.

   We recognize that the March 2002 Informal Complaint did not name
   "NetworkIP, LLC" as the defendant, but rather "Network IP, Inc.," which
   was not the correct name of any relevant entity. We consider that to be a
   trivial, immaterial error, however. Under the well-established "misnomer
   doctrine", we find "Network IP, Inc." and "NetworkIP, LLC" to be
   interchangeable for purposes of initiating the complaint proceeding. See,
   e.g., Roberts v. Michaels, 219 F.3d 775, 777-779 (8^th Cir. 2000); Morrel
   v. Nationwide Mutual Fire Insurance Co., 188 F.3d 218, 224 (4^th Cir.
   1999); Datskow v. Teledyne, Inc., 899 F.2d 1298, 1301 (2^nd Circ. 1990);
   Miller v. Northwest Region Library Board, 348 F.Supp.2d 563, 567 (M.D.N.C.
   2004); Shoap v. KIWI S.A., 149 FRD 509 (M.D. PA 1993).

   See, e.g., Liability Complaint at Attachments 4, 6; Liability Answer at 3;
   APCC Services, Inc. et al. v. NetworkIP, LLC and Network Enhanced Telecom,
   LLP, Brief of Network, File No. EB-03-MD-011(filed Dec. 19, 2003)
   ("Network Liability Brief") at 3-6, 9-12, nn.9, 18, 24; Opposition to
   Motion for Waiver at 4.; Damages Reply at Exh. 5, P 6; Petition at 16;
   Defendants' Initial Brief on Damages at 6-9 and Exh. 2; Defendants' Reply
   Brief on Damages at 4-5, 9 and Attachments E and H.

   See, e.g., Defendants' Initial Brief on Damages at 4-9 (citing First
   Payphone Order, 11 FCC Rcd at 20598, P 114).

   See, e.g., Damages Answer at 27; Defendants' Initial Brief on Damages at
   17.

   See, e.g., Defendants' Initial Brief on Damages at 4-9, 12.

   See, e.g., Operator Communications, Inc. v. Contel of the South, Inc.,
   Memorandum Opinion and Order, 20 FCC Rcd 19783, 19785 at P 11 (2005); MCI
   Telecommunications Corp. v, US West Communications, Inc., Memorandum
   Opinion and Order, 15 FCC Rcd 9328, 9329-30 at P 5 (2000); AT&T Corp. v.
   Bell Atlantic-Pennsylvania, Memorandum Opinion and Order, 14 FCC Rcd 556,
   565 at P 16 (1998); Aetna Life Ins. Co. v. AT&T Co., 3 FCC Rcd 2126,
   2128-29 at P 12 (1988); Tele-Valuation, Inc. v. AT&T Co., Memorandum
   Opinion and Order, 73 FCC 2d 450, 452 at P 4 (1979). Nothing in the First
   Payphone Order  is to the contrary. In the First Payphone Order, the
   Commission held that, "for purposes of bringing a complaint before the
   Commission concerning a carrier's payment of payphone compensation, the
   time period for the statute of limitations does not begin to run until
   after the carrier-payor considers a compensation claim and issues a final
   denial of the claim." 11 FCC Rcd at 20598, P 114. Read in context, that
   conclusion (i) applies only where, unlike here, the dispute concerns ANI
   verification, and (ii) was designed to liberalize, not restrict, the time
   within which a PSP may bring a compensation claim.

   Liability Answer at 16; Damages Answer at 30, P 103. See Defendants'
   Initial Brief on Damages at 9-12, 17-19.

   See, e.g., Defendants' Initial Brief on Damages at 17-18 and Attachment 5.

   See, e.g., Liability Complaint at 9-11 and Attachments 4, 6; Damages Reply
   at Exh. 5, P 6; Complainants' Reply Brief on Damages at 24-26.

   See, e.g., Complainants' Answer to Defendant's Interrogatories 4 and 5
   (filed Oct. 12, 2005), with Supplement (filed Nov. 10, 2005), Further
   Supplement (filed Nov. 15, 2005), and Further Supplement (filed Dec. 13,
   2005) (together, "Complainants' Rog. Responses"); Damages Reply at 26-27
   and Attachment E; Damages Joint Statement at 12; Complainants' Initial
   Brief on Damages at 8.

   See  Liability Answer at 17; Damages Answer at iv, 31; Defendants' Initial
   Brief on Damages at 20-22; Defendants' Reply Brief on Damages at 6-10.

   See, e.g., Damages Joint Statement at 12; Damages Reply at 26-27;
   Defendants' Initial Brief on Damages at 17-19, 25 and Att. 5; Defendants'
   Reply Brief on Damages at 9, Attachment B (directing Debit Card Providers
   to maintain call information).

   See, e.g., Liability Answer at Attachment B-11, part 2.1.

   Defendants' Initial Brief on Damages at 20-22 (citing C.F. Communications
   Corp. v. Century Telephone of Wisconsin, Inc., Hearing Designation Order,
   16 FCC Rcd 8801, 8808 at P 21 (Enf. Bur. 2001); New Valley Corp. v.
   Pacific Bell, Memorandum Opinion and Order, 15 FCC Rcd 5128, 5134 at P 14
   (2000); Hi-Tech Furnace Systems, Inc. v. FCC, 224 F.3d 781, 787 (D.C. Cir.
   2000)); Defendants' Reply Brief on Damages at 9-10.

   See, e.g., 5 Wright & Miller, Federal Practice & Procedure, S 1271; Giles
   v. General Electric Co., 245 F.3d 474, 494 n.36 (5^th Cir. 2001); Hassan
   v. U.S. Postal Service, 842 F.2d 260, 263 (11^th Cir. 1988); Regency
   Communications, Inc. v. Cleartel Communications, Inc., 304 F.Supp.2d 1,
   6-7 (D.D.C. 2004). Cf., AT&T Communications v. Northwestern Bell Telephone
   Co., Memorandum Opinion and Order, 8 FCC Rcd 1014, 1021 at PP 21-22 (1993)
   (stating that "AT&T has made a claim for specific damages, and NWB, in
   turn, may properly argue that it is entitled to certain offsets against
   those damages").

   Compare  Liability Answer at 17 and Damages Answer at iv, 31 with
   Defendants' Initial Brief on Damages at 20-22.

   See, e.g., 5 Wright & Miller, Federal Practice & Procedure, S 1271.

   Network again faults APCC for declining Network's purported offer in 2000
   to "assist" APCC in seeking compensation from the Debit Card Providers,
   which Network asserts is the real reason for the present lack of available
   information. See, e.g., Brief of Network, File No. EB-03-MD-011(filed Dec.
   19, 2003) ("Network Liability Brief") at 3-6, 9-10; Petition at 16;
   Defendants' Initial Brief on Damages at 6-8, 9 and Exh. 2. As we have
   explained previously, see Part III. B. 4., supra; Bureau Liability Order,
   20 FCC Rcd at 2084, PP 24-25, regardless of any attempt by Network to help
   APCC, APCC had no obligation or right to seek information and compensation
   from the Debit Card Providers, as it was Network (and not the Debit Card
   Providers) who was the last facilities-based carrier responsible for
   paying compensation to APCC.

   Complainants' Initial Brief on Damages at 9; Bureau Liability Order, 20
   FCC Rcd at 2076-77, P 8 (and orders cited therein).

   Defendants' Reply Brief on Damages at 8-10, Exs. F, G.

   Defendant's Reply Brief on Damages at 8.

   See Liability Answer at Att. B.

   A typical version of the contractual language states, in pertinent part:
   "Customer shall be responsible for payment of all applicable taxes or
   assessments due to local, state, federal, and international taxing
   authorities, including income, sales, use, other excise taxes or
   assessments (including Universal Service Fund and Dial-around
   Compensation), resulting from Customer's resale of the Services to Card
   Holders unless customer provides appropriate tax exempt certificate."
   Liability Answer at Attachment B-1, p. 2 (emphasis added). Here, the
   payments at issue are "due to" a private party - APCC - not to any "local,
   state, federal, [or] international taxing authority". Thus, the contracts
   do not plainly obligate the Debit Card Providers to make such payments. In
   addition, the contractual language applicable to the largest Debit Card
   Provider is similarly ambiguous. It provides, in pertinent part: "[Debit
   Card Provider] is responsible for any fees and sales or use taxes levied
   by any taxing or regulatory authority (including universal service fees
   and dial around compensation) upon the compensation paid buy [Debit Card
   Provider] for Services and Deliverables. [Network] will itemize any such
   fees or sales or use taxes levied on [Network] by listing them separately
   on its invoices." Liability Answer Attachment B-10. The better reading of
   that provision is that Network - and not the Debit Card Provider -- was
   obligated to pay dial-around compensation directly to PSPs, and then
   Network could invoice the Debit Card Provider for the dial-around
   compensation that Network had paid to PSPs on the Debit Card Provider's
   behalf.

   Network also points out that, during pre-complaint settlement discussions,
   APCC indicated that it would deduct from its claim against Network sums
   paid by Debit Card Providers. See Defendant's Reply Brief on Damages at 7,
   Ex. E. Even if admissible, see generally Fed. R. Evid. 408, APCC's
   statement cannot reasonably be interpreted to mean that APCC was willing
   to reduce Network's liability by amounts received from the Debit Card
   Providers for payphone calls having nothing to do with APCC's claim, i.e.,
   calls not handled by a Network switch.

   See  ISC Order at 5 (stating that "the primary purpose of the briefs is to
   provide a calculation of damages (dial-around compensation and interest)
   owed by Defendants to Complainants, if any, together with a full
   explanation of how the amount was calculated," and making specific mention
   of the "double recovery issue").

   The weakness of Network's assertion is highlighted by the fact that one of
   the Debit Card Providers paid APCC almost $30 million in dial-around
   compensation for payphone calls made during the Relevant Period.
   Supplement to Complainants' Answer to Defendant's Interrogatory No.4, File
   No. EB-03-MD-011 (filed Nov. 10, 2005) ("Supplemental Data") at 3 and App.
   A. Thus, if we were simply to assume, as Network would have it, that all
   of the Debit Card Providers' payments were for payphone calls handled by a
   Network switch, then APCC's damages would be wiped out many times over,
   just by this one Debit Card Provider.

   At the eleventh hour of this proceeding, Network belatedly revealed the
   existence of additional Debit Card Providers, some of which paid
   dial-around compensation to APCC. See, e.g., APCC v. NetworkIP, Letter
   from Alexander P. Starr to Counsel, File No. EB-03-MD-011 (released Dec.
   6, 2005) ("December 6 Letter Ruling"). This raised the question of how to
   respond to Network's tardy revelation of evidence. See  December 6 Letter
   Ruling; Complainants' Initial Brief on the Issue of Defendant's
   Late-Produced Evidence, File No. EB-03-MD-011 (filed Jan. 13, 2006);
   Defendants' Brief, File No. EB-03-MD-011 (filed Jan. 13, 2006);
   Complainants' Reply Brief on the Issue of Defendant's Late-Produced
   Evidence, File No. EB-03-MD-011 (filed Jan. 27, 2006); Defendants' Reply
   Brief, File No. EB-03-MD-011 (filed Jan. 27, 2006). That issue is now
   moot, given our determination that Debit Card Providers' payments of
   dial-around compensation to APCC are irrelevant to the calculation of
   damages owed to APCC by Network.

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