1
SYSTEMS MANAGEMENT AGREEMENT
This Agreement is made and entered into between Champion Communications
Company (Owner) and Champion Communication Services, Inc. (Manager).
WHEREAS, the Owner is the holder of a license ("the Licensee") issued by
the Federal Communications Commission (the "FCC") to operate an 800 MHz System
located at the following location:
Colorado Springs, Colorado
WHEREAS, the Owner desires the Manager to manage the System on behalf of
and for the benefit of the Owner; and
WHEREAS, Manager desires to manage the System on behalf of and for the
benefit of the Owner,
Now, therefore, the parties agree as follows:
1. Manager will provide complete system management services on
behalf of Owner for the System.
2. Owner is the Licensee of the FCC Systems and shall exercise
complete control thereof and shall be responsible for its
operation.
3. In the event that it is determined that any provision of this
Agreement, or the relationship between Owner and Manager created
hereby violates any FCC rule or regulation, the parties shall
immediately make good faith efforts to bring this Agreement or
such relationship into compliance with such rules and
regulations. If the parties cannot agree to a method to achieve
compliance within thirty (30) days after such determination, this
Agreement shall immediately terminate.
4. This Agreement shall commence and become effective upon its
execution. The term of this Agreement shall expire December 31,
1996.
5. Manager has an option to purchase the System any time prior to
December 31, 1996. (See attached option).
6. This Agreement shall be binding upon and insure to the benefit of
the parties. All subsequent Owners or Licensees of the System,
all future Managers of the System and their respective heirs,
representatives, successors, and permissible assigns.
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The parties have caused this Agreement to be executed the 20th day of
July, 1995.
CHAMPION COMMUNICATIONS CHAMPION COMMUNICATION
COMPANY SERVICES, INC.
By: /s/ XXXXXX X. XXXXXXXX By: /s/ XXXXXX X. XXXXXX
------------------------------ ------------------------------------
Title: President Title: Treasurer
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Champion Communications Company
0000 Xxxxxxxx Xxxx
Xxxxxx, XX 00000
PURCHASE OPTION
July 20, 1995
Champion Communications Company hereby grants to Champion Communication
Services, Inc. the right to acquire a five-channel 800 MHZ trunked license
located in Colorado Springs, Colorado for $100,000 cash as of the date
reflected above. The purchase price shall increase 5/8 of 1% per month until
such time the option expires on December 31, 1996.