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Before the
Federal Communications Commission
Washington, D.C. 20554
)
)
) File No. EB-10-IH-3832
In the Matter of
) Acct. No. 201132080016
Liberty-Bell Telecom, LLC
) FRN No. 0010436087
)
)
ORDER
Adopted: December 14, 2010 Released: December 14, 2010
By the Chief, Enforcement Bureau:
1. In this Order, we adopt the attached Consent Decree entered into
between the Enforcement Bureau of the Federal Communications
Commission ("Bureau") and Liberty-Bell Telecom, LLC ("Liberty-Bell").
The Consent Decree terminates a Bureau investigation into Liberty-Bell
for possible violations of section 214(a) of the Communications Act of
1934, as amended ("Act"), and sections 63.01, 63.03, 63.04, 63.18 and
63.24 of the Commission's rules.
2. The Bureau and Liberty-Bell have negotiated the terms of a Consent
Decree that resolves this matter. A copy of the Consent Decree is
attached hereto and incorporated by reference.
3. After reviewing the terms of the Consent Decree and evaluating the
facts before us, we find that the public interest would be served by
adopting the Consent Decree and terminating the investigation.
4. In the absence of material new evidence relating to this matter, we
conclude that our investigation raises no substantial or material
questions of fact as to whether Liberty-Bell possesses the basic
qualifications, including those related to character, to hold or
obtain any Commission license or authorization.
5. Accordingly, IT IS ORDERED that, pursuant to section 4(i) of the Act,
and sections 0.111 and 0.311 of the Commission's rules, the Consent
Decree attached to this Order IS ADOPTED.
6. IT IS FURTHER ORDERED that the above-captioned investigation IS
TERMINATED.
7. IT IS FURTHER ORDERED that a copy of this Order and Consent Decree
shall be sent by first class mail and certified mail, return receipt
requested, to Edward S. Quill, Jr., Strategies Law Group, PLLC, 1002
Parker Street, Falls Church, Virginia 22046.
FEDERAL COMMUNICATIONS COMMISSION
P. Michele Ellison
Chief, Enforcement Bureau
Before the
Federal Communications Commission
Washington, D.C. 20554
)
)
)
) File No. EB-10-IH-3832
In the Matter of
) Acct. No. 201132080016
Liberty-Bell Telecom, LLC
) FRN No. 0010436087
)
)
)
CONSENT DECREE
1. The Enforcement Bureau of the Federal Communications Commission and
Liberty-Bell Telecom, LLC, by their authorized representatives, hereby
enter into this Consent Decree for the purpose of terminating the
Enforcement Bureau's investigation of Liberty-Bell's conduct for possible
violations of section 214(a) of the Communications Act of 1934, as
amended, and sections 63.01, 63.03, 63.04, 63.18 and 63.24 of the rules,
regarding authority to offer international common carrier communications
services, and four transactions, including a substantial transfer of
control of domestic section 214 authority, two substantial assignments of
international section 214 authority, and a pro forma transfer of control
of international section 214 authority.
I. DEFINITIONS
2. For the purposes of this Consent Decree, the following definitions
shall apply:
(a) "Act" means the Communications Act of 1934, as amended, 47 U.S.C. S:
151 et seq.
(b) "Adopting Order" or "Order" means an order of the Bureau adopting the
terms of this Consent Decree without change, addition, deletion or
modification.
(c) "Bureau" means the Enforcement Bureau of the Federal Communications
Commission.
(d) "Commission" or "FCC" means the Federal Communications Commission and
all of its bureaus and offices.
(e) "Compliance Plan" means the program described in this Consent Decree
at paragraph 9.
(f) "Effective Date" means the date on which the Bureau releases the
Adopting Order.
(g) "Investigation" means the Bureau's investigation regarding whether
Liberty-Bell violated section 214(a) of the Act and sections 63.01, 63.03,
63.04, 63.18 and 63.24 of the rules by (a) engaging in the unauthorized
provision of international common carrier services, (b) completing
substantial transfers of control and substantial assignments of section
214 authority without the requisite prior approval of the Commission, (c)
failing to accurately disclose ownership information (including Nigel
Alexander's ownership) in its applications relating to such transfers of
control and assignments and for initial international section 214
authority, and (d) failing to timely notify the Commission of a pro forma
transfer of control of section 214 authority.
(h) "Parties" means Liberty-Bell Telecom, LLC and the Enforcement Bureau
of the Federal Communications Commission, and each a "Party."
(i) "Rules" means the Commission's regulations found in Title 47 of the
Code of Federal Regulations.
(j) "Liberty-Bell" or the "Company" means Liberty-Bell Telecom, LLC and
its predecessors-in-interest and successors-in-interest.
II. BACKGROUND
3. Section 214(a) of the Act prohibits the construction, operation, or
acquisition of lines for interstate or international common carrier
communication without Commission authorization. Sections 63.18 and 63.24
of the Rules establish similar prohibitions regarding the provision of
international common carrier service, and sections 63.01, 63.03 and 63.04
of the Rules establish similar provisions for the provision of domestic
service. Section 63.24(f) provides that while pro forma transfers of
control and assignments of international section 214 authority do not
require Commission approval prior to consummation, the Commission must be
notified no later than thirty days after the pro forma transaction is
completed. This notification must provide information specified in the
section 63.24(f)(2).
4. Liberty-Bell is a non-facilities based reseller of domestic and
international common carrier services. On September 13, 2006, Liberty-Bell
was acquired by Multi-Link Telecom, LLC (later renamed Liberty-Bell, LLC).
More than 43 months elapsed before Liberty-Bell applied for authorization
for that transaction on May 6, 2010 (with respect to domestic section 214
authority) and May 24, 2010 (with respect to international section 214
authority). On October 17, 2008, Liberty-Bell consummated the assignment
of customer assets from Affinity Telecom, Inc. Liberty-Bell filed an
application for international section 214 authority nineteen months later
on May 24, 2010. On September 24, 2009, Liberty-Bell consummated the
assignment of customer assets from Impact Telecom, LLC. It filed an
application for international section 214 authority eight months later on
May 24, 2010. On September 21, 2009, Liberty-Bell consummated a pro forma
transfer of control when the equity holdings of Nigel Alexander were
reduced from fifty-six percent to forty-nine percent. Liberty-Bell
informed the Commission of this pro forma transaction seven months later
on May 24, 2010.
III. TERMS OF AGREEMENT
5. Adopting Order. The Parties agree that the provisions of this Consent
Decree shall be subject to final approval by the Bureau by incorporation
of such provisions by reference in the Adopting Order without change,
addition, modification, or deletion.
6. Jurisdiction. Liberty-Bell agrees that the Bureau has jurisdiction over
it and the matters contained in this Consent Decree, and has the authority
to enter into and adopt this Consent Decree.
7. Effective Date; Violations. The Parties agree that this Consent Decree
shall become effective on the Effective Date. Upon release, the Adopting
Order and this Consent Decree shall have the same force and effect as any
other order of the Bureau. Any violation of the Adopting Order or of the
terms of this Consent Decree shall constitute a separate violation of a
Bureau order, entitling the Bureau to exercise any rights and remedies
attendant to the enforcement of a Bureau order.
8. Termination of Investigation. In express reliance on the covenants and
representations in this Consent Decree and to avoid further expenditure of
public resources, the Bureau agrees to terminate its Investigation on the
Effective Date. In consideration for the termination of the Investigation,
Liberty-Bell agrees to the terms, conditions, and procedures contained
herein. The Bureau further agrees that in the absence of new material
evidence, the Bureau will not use the facts developed in the Investigation
through the Effective Date of the Consent Decree, or the existence of this
Consent Decree, to institute, on its own motion, or refer to the
Commission any new proceeding, formal or informal, or take on its own
motion or refer to the Commission, any action against Liberty-Bell
concerning the matters that were the subject of the Investigation. The
Bureau also agrees that in the absence of new material evidence it will
not use the facts developed in the Investigation through the Effective
Date of this Consent Decree, or the existence of this Consent Decree, to
institute on its own motion any proceeding, formal or informal, or to take
on its own motion or refer to the Commission, any action against
Liberty-Bell with respect to Liberty-Bell's basic qualifications,
including its character qualifications to be a Commission licensee or to
hold Commission authorizations.
9. Compliance Plan. Liberty-Bell agrees that it will implement a
comprehensive Compliance Plan for purposes of ensuring its compliance with
sections 214(a) of the Act and sections 63.01, 63.03, 63.04, 63.18 and
63.24 of the Rules. The Compliance Plan shall include, at a minimum, the
following components:
(a) Compliance Officer. Within 60 calendar days of the Effective Date,
Liberty-Bell will designate a Compliance Officer who will administer the
Compliance Plan, supervise Liberty-Bell's compliance with the Act and the
Rules, and serve as the point of contact on behalf of Liberty-Bell for all
FCC-related compliance matters.
(b) Compliance Manual. Within 60 calendar days of the Effective Date, the
Compliance Officer will develop and distribute a Compliance Manual to
employees and others who perform duties at Liberty-Bell that trigger or
may trigger compliance-related responsibilities. The Compliance Manual
will include (i) an overview of the Commission's requirements, including
the need for prior approval for license assignments and transfers of
control, and the requirements set forth in the Rules at issue in the
Investigation; (ii) a description of the regulatory requirements
applicable to the accurate reporting of information in FCC applications;
and (iii) instructions regarding due diligence for FCC applications. The
Compliance Manual will be updated from time to time, as needed.
(c) Compliance Training Program. Within 90 calendar days of the Effective
Date, Liberty-Bell will begin administering a Compliance Training Program
for employees and others who perform duties at Liberty-Bell that trigger
or may trigger compliance-related responsibilities. This Compliance
Training Program will be presented to new employees who are engaged in
such activities, within the first 60 calendar days of employment. This
Compliance Training Program will track the Compliance Manual, focusing on
proper implementation of the Compliance Manual and tailored to specific
user groups.
(d) Compliance Reports. Liberty-Bell will submit a Compliance Report to
the Commission 90 days after the Effective Date and annually thereafter on
the anniversary of the Effective Date until the Termination Date. Each
Compliance Report will include a certification by the Compliance Officer,
as an agent of and on behalf of Liberty-Bell, stating that he/she has
personal knowledge that: (i) Liberty-Bell has established operating
procedures intended to ensure compliance with the terms and conditions of
this Consent Decree and with Section 214(a) of the Act, and sections
63.01, 63.03, 63.04, 63.18 and 63.24 of the Rules, together with an
accompanying statement explaining the basis for the certification; (ii)
Liberty-Bell has been utilizing those procedures since the previous
Compliance Report was submitted; and (iii) the Compliance Officer is not
aware of any instances of non-compliance with the Consent Decree or those
specified sections of the Act and the Rules. The certification must comply
with section 1.16 of the Rules and be subscribed to as true under penalty
of perjury in substantially the form set forth therein. If the Compliance
Officer cannot provide the requisite certification, he/she shall provide
the Commission with a detailed explanation of: (i) any instances of
non-compliance with this Consent Decree and those specified sections of
the Act and the Rules, and (ii) the steps that Liberty-Bell has taken or
will take to remedy each instance of non-compliance and ensure future
compliance, and the schedule on which proposed remedial actions will be
taken. All Compliance Reports shall be directed to the Chief,
Investigations and Hearings Division, Enforcement Bureau, Federal
Communications Commission, 445 12th Street, S.W., Washington, D.C. 20554.
(e) Termination. The requirements relating to the Compliance Plan shall
expire 36 months after the Effective Date.
10. Voluntary Contribution. Liberty-Bell agrees that it will make a
voluntary contribution to the United States Treasury in the amount of
$30,000.00. The payment shall be made within 30 days after the Effective
Date of the Adopting Order. The payment shall be made by check or similar
instrument, payable to the Order of the Federal Communications Commission.
The payment must include the Account Number and FRN Number referenced in
the caption to the Adopting Order. Payment by check or money order may be
mailed to the Federal Communications Commission, P.O. Box 979088, St.
Louis, MO 63197-9000. Payment by overnight mail may be sent to U.S. Bank -
Government Lockbox # 979088 SL-MO-C2-GL, 1005 Convention Plaza, St. Louis,
MO 63101. Payment by wire transfer may be made to ABA Number 021030004,
receiving bank TREAS/NYC, and account number 27000001. Liberty-Bell will
also send electronic notification within 48 hours of the date payment is
made to Hillary.DeNigro@fcc.gov and to Robert.Krinsky@fcc.gov.
11. Waivers. Liberty-Bell agrees to waive any and all rights it may have
to seek administrative or judicial reconsideration, review, appeal or
stay, or to otherwise challenge or contest the validity of this Consent
Decree and the Adopting Order, provided the Consent Decree is adopted
without change, addition, modification, or deletion. Liberty-Bell shall
retain the right to challenge Commission interpretation of the Consent
Decree or any terms contained herein. If either Party, or the United
States on behalf of the Commission, brings a judicial action to enforce
the terms of the Adopting Order, neither Liberty-Bell nor the Commission
shall contest the validity of the Consent Decree or the Adopting Order,
and Liberty-Bell shall waive any statutory right to a trial de novo.
Liberty-Bell hereby agrees to waive
any claims it may otherwise have under the Equal Access to Justice Act, 5
U.S.C. S: 504 and 47 C.F.R. S: 1.1501 et seq., relating to the matters
addressed in this Consent Decree.
12. Subsequent Rule or Order. The Parties agree that if any provision of
the Consent Decree conflicts with any subsequent rule or Order adopted by
the Commission (except an Order specifically intended to revise the terms
of this Consent Decree to which Liberty-Bell does not expressly consent)
that provision shall be superseded by such Commission rule or Order.
13. Successors and Assigns. Liberty-Bell agrees that the terms and
conditions of this Consent Decree shall be binding on its successors,
assigns, and transferees with respect to Liberty-Bell's operations.
14. Final Settlement. The Parties agree and acknowledge that this Consent
Decree shall constitute a final settlement between the Parties. The
Parties further agree that this Consent Decree does not constitute either
an adjudication on the merits or a factual or legal finding or
determination regarding any compliance or noncompliance with the
requirements of the Act or the Commission's Rules and Orders.
15. Modifications. This Consent Decree cannot be modified without the
advance written consent of both Parties.
16. Paragraph Headings. The headings of the Paragraphs in this Consent
Decree are inserted for convenience only and are not intended to affect
the meaning or interpretation of this Consent Decree.
17. Authorized Representative. Each party represents and warrants to the
other that it has full power and authority to enter into this Consent
Decree.
18. Counterparts. This Consent Decree may be signed in any number of
counterparts (including by facsimile), each of which, when executed and
delivered, shall be an original, and all of which counterparts together
shall constitute one and the same fully executed instrument.
By: _____________________________________ By:
_______________________________
P. Michele Ellison Nigel Alexander
Chief, Enforcement Bureau Manager
Federal Communications Commission Liberty-Bell Telecom, LLC
Date: ___________________________________ Date:
_____________________________
47 U.S.C. S: 214(a).
47 C.F.R. S:S: 63.01, 63.03, 63.04, 63.18 and 63.24.
47 U.S.C. S: 154(i).
47 C.F.R. S:S: 0.111, 0.311.
47 U.S.C. S: 214(a).
47 C.F.R. S:S: 63.01, 63.03, 63.04, 63.18 and 63.24.
47 U.S.C. S: 214(a).
47 C.F.R. S:S: 63.01, 63.03, 63.04, 63.18 and 63.24.
47 C.F.R. S: 63.24(f).
47 C.F.R. S: 63.24(f)(2).
(Continued from previous page)
(continued....)
Federal Communications Commission DA 10-2248
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Federal Communications Commission DA 10-2248
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