RIVGAM COMMUNICATORS, L.L.C.
000 Xxxxxxxx Xxxxx Xxxxxx
Xxx, XX 00000
December 16, 1998
Xxxxx PCS Corporation G
000 Xxxxxxxx Xxxxx Xxxxxx
Xxx, XX 00000
Reference is made to the letter Agreement (the "Agreement") dated
August 12, 1996, between Rivgam Communicators, L.L.C. ("Rivgam") and Xxxxx PCS
Corporation G ("LPCSG"). In that letter, Rivgam agreed to pay LPCSG a 10% net
profits interest as described in the Agreement.
Whereas, Rivgam has sold its D and/or E Block personal communications
services ("PCS") licenses in the following BTAs: BTA 262 (Los Angeles, CA), BTA
372 (Reno, NV), BTA 402 (San Diego, CA), BTA 000 (Xxx Xxxxx, XX) and BTA 28
(Bakersfield, CA) (collectively, the "West Coast Licenses"); and whereas LPCSG
wants to acquire Rivgam's PCS license in Las Cruces, NM (the "Las Cruces
License").
Accordingly, Rivgam and LPCSG agree as follows:
1. Rivgam will transfer the Las Cruces License to LPCSG, free and
clear of any security interests and liens, in full
satisfaction of Rivgam's obligations to LPCSG under the
Agreement.
2. The parties agree that LPCSG has fulfilled all of its
obligations to Rivgam with respect to the Agreement.
3. This document, and the contemplated transfer, shall not be
binding and effective until any necessary or appropriate
regulatory filings and approvals with respect to the transfer
of the Las Cruces License shall have been obtained.
Very truly yours,
Rivgam Communicators, L.L.C.
By:________________________
AGREED AND ACCEPTED
Xxxxx PCS Corporations G
By:_______________________
Xxxxxx X. Xxxxx
