August 6, 1993
Xx. Xxxxxx X. Xxxxxx
President
General Communication Inc.
0000 Xxxxxx Xxxxxx
Xxxxx 0000
Xxxxxxxxx, Xxxxxx 00000
Dear Xxx:
This letter confirms the basic terms of the agreement between MCI
Telecommunications Corporation ("MCI") and General Communication Inc. ("GCI") to
license GCI to use MCI's "1-800-COLLECT" servicemarks and product
functionalities for GCI collect calling originating in Alaska. We have agreed
to the following terms:
1. MCI will instruct the SMS (Service Management System) to deliver all
"1-800-COLLECT" traffic originating from Alaska to GCI using the GCI CIC
(carrier identification code). Except as noted below, GCI will carry this
traffic on its network and will provide all operator service support necessary
to deliver the service for interstate and intrastate calls originating in
Alaska.
a. GCI will route all "1-800-COLLECT" calls that originate in Alaska
and request an international termination to MCI's Tucson Operator Services
center for handling by MCI. Additionally, GCI will route all "1-800-COLLECT"
calls requesting foreign language assistance to MCI's Tucson center.
b. This Agreement modifies Sec. 2A(2) and implements in part Sec.
2A(4) of the Contract for Alaska Access Services made by the parties.
2. MCI will provide GCI with a non-transferrable, revokable license to
offer "0-000-XXXXXXX" calling for calls originating in Alaska. GCI acknowledges
MCI's ownership of all patent, trademark, copyright and other intellectual
property rights associated with "1-800-COLLECT" servicemarks and product
functionalities.
a. The license permits GCI to use the MCI-proprietary
"1-800-COLLECT" product functionalities, call flow, scripting and other unique
"1-800-COLLECT" operational features.
b. The license permits GCI to use the "1-800-COLLECT" and "America's
Least Expensive Way To Call Someone Collect" servicemarks in billing inserts,
advertising and other marketing efforts targeted at Alaska-based long distance
collect callers. All use by GCI of the "1-800-COLLECT" marks in any
advertising, press releases, marketing material, operator scripts and other
applications must receive MCI's prior approval, which shall not be unreasonably
withheld. MCI will approve or disapprove advertising and promotional materials
submitted by GCI to MCI within
Xx. Xxxxxx X. Xxxxxx
July 4, 1997
Page 2
five business days of receipt by XXX. If MCI does not comment within the
prescribed period the materials will be deemed approved.
c. This license shall terminate upon the earlier of (i) twelve (12)
months after the date MCI no longer has an equity interest in GCI and, (ii) the
date GCI no longer utilizes MCI for the provision of message toll services to
GCI at prices and terms as favorable as the alternative GCI elects to utilize.
In addition, this license is revokable by MCI upon ninety (90) days notice in
the event that the "1-800-COLLECT" services and related support furnished by GCI
in connection with the "1-800-COLLECT" servicemark, are no longer substantially
similar or equivalent, in MCI's discretion, to MCI's "1-800-COLLECT" service and
support in terms of quality and technology.
3. GCI shall be responsible for billing and collection of all
"1-800-COLLECT" calls it carries that originate in Alaska. Additionally, GCI
agrees to bill and collect XXX's "1-800-COLLECT" calls originating from states
other than Alaska under terms of our existing billing and collection
relationships and/or under terms to be mutually agreed upon by the parties.
4. GCI agrees to utilize MCI's approved format for "0-000-XXXXXXX" call
flow, branding and scripting for all GCI "1-800-COLLECT" calls. MCI will work
closely with GCI to coordinate these efforts.
5. GCI shall be responsible for filing all tariffs necessary for it to
carry "1-800-COLLECT" traffic. GCI shall ensure that all intrastate and
interstate pricing for "1-800-COLLECT" calls originating in Alaska on GCI's
network shall provide callers with the least expensive collect call originating
from the applicable Alaska location. MCI shall use its best efforts to provide
GCI with adequate information, with due regard to normal tariff and regulatory
filing schedules, to allow GCI to fulfill its tariffing and regulatory
obligations.
6. GCI will provide MCI with weekly reporting on all "1-800-COLLECT"
traffic, including reports on call volumes, call completions, minutes, revenue,
and to the best of its ability traffic passed by GCI to MCI for international
completion or for language assistance, according to a mutually agreed-upon
format.
7. GCI will reimburse MCI for MCI's reasonable out-of-pocket costs and
expenses associated with implementing the terms of this agreement.
Xx. Xxxxxx X. Xxxxxx
July 4, 1997
Page 3
8. Either party may terminate this Agreement upon forty-five (45) days
notice in the event that:
a. The other party violates any term of this Agreement and/or fails
to observe or perform according to any provision of this Agreement.
b. The other party terminates business, or admits its inability to
pay its debts as they become due, or if any bankruptcy, insolvency, dissolution
or other proceeding is instituted against it or if it makes any assignment for
the benefit of creditors or enters into any composition with creditors or takes
any action in furtherance of any of the foregoing.
Sincerely,
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Xxxxxx X. Xxxxxx
AGREED:
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Xxxxxx X. Xxxxxx
President
General Communication Inc.