Amendment No. 4, dated August 29, 2005, to the Transition Services Agreement



 Exhibit 10.17 
  

			
	 Stephen E. Smith
 Group Vice President
	  	


	  
 1717 Arch Street
 21st Floor
 Philadelphia, PA 19103
	  
		
	 Phone 215 466-7391
 Fax 215 557-7249
 stephen.e.smith@verizon.com
	  	 

  
 August 29, 2005 
  
 Paradise HoldCo, Inc. 
 c/o The Carlyle Group 
 Attention: James A. Attwood, Jr. 
 520 Madison Avenue, 41st Floor

 New York, NY 10022 
  
 Latham & Watkins LLP 
 Attention: R. Ronald Hopkinson 
 885 Third Avenue 
 Suite 1000 
 New York, NY 10022 
  
 Subject:
Amendment No. 4 of Transition Services Agreement 
  
 Reference is made to the
Transition Services Agreement by and among Verizon Information Technologies LLC (successor to Verizon Information Technologies Inc.), Hawaiian Telcom HoldCo, Inc. (f/k/a Paradise HoldCo, Inc), Hawaiian Telcom Communications, Inc. (f/k/a Paradise
MergerSub, Inc.) and Verizon Hawaii Inc. dated May 21, 2004, as amended on August 27, 2004, April 8, 2005 and April 28, 2005 (herein the “Transition Services Agreement”). Capitalized terms used therein have the
meanings assigned in the Transition Services Agreement or the Merger Agreement, as applicable, unless otherwise defined herein. The parties hereby agree to amend and restate Schedule C (O-3) Federal Tariff Services, “Description” paragraph
and paragraphs numbered 1,3, 5 and 9 as follows: 
  
 DESCRIPTION 
  
 From the closing date of the transaction through
October 18, 2005, Supplier will provide Surviving Corporation federal tariff services, as detailed in Schedule O-3. Supplier’s federal tariff services shall be limited only to those services specifically detailed in Schedule O-3.

  
 1. Supplier will provide federal tariff services as detailed herein for the
period following the Closing Date until October 18, 2005 (“Services Period”). 







 3. Supplier will permit Surviving Corporation to concur in Supplier’s Federal Tariffs during the Services Period. To
effectuate the concurrence: 
  
 a. Surviving Corporation shall
prepare a letter of concurrence, and other required filings, permitting Surviving Corporation to concur in the Supplier’s Federal Tariffs. Surviving Corporation shall provide Supplier two (2) copies of said concurrence letter, and other
required filings, at least fifteen (15) days prior to the effective date of concurrence, or as required. 
  
 b. Supplier shall revise Supplier’s Federal Tariffs to permit the concurrence and file the concurrence letters, and other required filings, with the
Federal Communications Commission (“FCC”). 
  
 5. Surviving
Corporation’s concurrence in Supplier’s Federal Tariffs shall terminate at the end of the Services Period, on October 18, 2005. On October 3, 2005, Supplier will prepare and file with the FCC on fifteen (15) days’
notice a revocation notice revoking Surviving Corporation’s concurrence in Supplier’s Federal Tariffs and removing from the Supplier’s Federal Tariffs all rates, terms, and conditions for the Hawaii study area and any reference to
Surviving Corporation. 
  
 9. To facilitate Surviving Corporation’s
development of its own federal tariffs, within ten (10) business days after the Closing Date, and one (1) business day before the end of the Services Period, Supplier shall provide Surviving corporation electronic copies of the
then-current version of the Federal Tariffs prepared by Supplier and on file with the FCC, which Surviving Corporation may use at its own risk as a reference in developing its own federal tariffs. 
  
 The balance of Schedule C (O-3) shall continue and remain without change. 
  
 Sincerely 
  

			
	Verizon Information Technologies LLC
		
	 By:
	 	 /s/ Stephen E. Smith

	 	 	 Stephen E. Smith
 Authorized Representative











 ACCEPTANCE AND AGREEMENT 
  
 The undersigned authorized representatives of Hawaiian Telcom HoldCo, Inc. (f/k/a Paradise Holdco, Inc.) and Hawaiian Telcom Communications,
Inc. (f/k/a Paradise MergerSub, Inc.) hereby accept and agree with the above described amendment to the Transition Services Agreement 
  
 Acceptance and Agreement 
 Amendment No.4 of
Transition Service Agreement 
  

			
	HAWAIIAN TELCOM HOLDCO, INC.
		
	By:	 	 /s/ Alan M. Oshima

	 Name:
	 	 Alan M. Oshima

	 Title:
	 	 SVP, General Counsel & Secretary

	 Date:
	 	 September 16, 2005


  

			
	HAWAIIAN TELCOM COMMUNICATIONS, INC.
		
	By:	 	 /s/ Alan M. Oshima

	 Name:
	 	 Alan M. Oshima

	 Title:
	 	 SVP, General Counsel & Secretary

	 Date:
	 	 September 16, 2005