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360Network-CS070129January 29, 2007 Mr. Mitchell Merryman 360 Networks (USA) Inc. 867 Cold Creek Circle, Ste. 160 Louisville, Colorado 80027 Re: License Agreement with the City of Coppell, Texas Dear Mr. Merryman: As City Manager for the City of Coppell I am writing to you as a follow -up to the December 6, 2006 letter we sent to you. A true and correct copy of that letter is attached to this letter. Since we have not received any response we are considering that a termination of the Agreement. You have not responded nor submitted payment for the outstanding amounts. Pursuant to the contract, we are deeming the contract terminated. Also, per the contract, we are interpreting your failure to respond as an abandonment of the fiber optic lines you have in our right -of way. As of February 9, 2007, we will take action to take control of your abandoned lines unless we receive full payment of the outstanding amounts before then. Thank you for your attention to this matter. Please feel free to call me should you have any questions. Sincerely, CITY OF COPPELL V. cc: Rob Frasene, President Chris Mueller, CFO Ron Gustafson, Vice President Gary Ray, Vice President Gregory Maffei, Chairman 867 Cold Creek Circle, Sutie 116 Louisville, Colorado 80027 130 Main Street North 3 d Floor Butte, Montana 59701 2101 4h Avenue Suite #2000 Seattle WA, 98121 13284 255 PARKWAY * P.O.BOX 9478 * COPPELL TX 75019 * TEL 972/462 0022 * FAX 972/304 3673 December 6, 2006 Mr. Mitchell Merryman 360 Networks (USA) Inc. 867 Cold Creek Circle, Suite 160 Louisville, Colorado 80027 Re: License Agreement between the City of Coppell, Texas and 360 Networks (USA), Inc. Dear Mr. Merryman: As City Manager for the City of Coppell, I am writing to you regarding the above referenced license agreement. We are writing to notify you of our plans to terminate this Agreement pursuant to Section 17 of the Agreement unless you pay the $40,958.51 you owe within thirty (30) days of this letter. The City has the right to terminate this Agreement pursuant to Sections 17(b) and 17(c). As Licensee, you are in breach of this contract because you have not paid the licensing fees for the fiscal years 2005 - 2006 and 2006 - 2007, therefore, pursuant to Sections 17(b) and 17(c) of the Agreement, we are giving you thirty (30) days written notice of this termination. Furthermore, upon the termination of the Agreement, we are invoking Section 15 of the Agreement which requires you, upon our request, to remove all permitted improvements and appurtenances owned by you, situated in, under or attached to the City, and restore such property substantially to the condition of the property prior to your encroachment at your sole expense or to abandon all permitted improvements and appurtenances in place. Thank you for your attention to this matter. Please feel free to contact us if you have any questions. Sincerely, THE CITY OF CO ELL, TEXAS By. f, i Witt, City Manager JW/ cc: Jennifer Miller 255 PARKWAY * P.0.80X 9478 * COPPELL TX 75019 * TEL 972/462 0022 * FAX 972!304 367 2003 N �O r O d d9-909 wind e LO Lo LO 00 Ln Ln CD o o � o o CD O k o iy CD h ti L .Z fed t In cl p O � pg LO N LO F—$E CLOO c3✓ �S Xt �•t `sT R� CD Q V) f` W ac" d �xW3� CD �a LL W 6� e a,fzsdk I'm CD H LL O g a Ni -- � "I o Y �'. U o,, M, m, 4, CD O U Ln U mg �2 0 o d9-909 wind