EXHIBIT 10.22
_______________________________
LETTER OF UNDERSTANDING BETWEEN MEDIA
ENTERTAINMENT, INC. AND OPEN NET, INC.
This "Letter of Understanding" is entered into on January 6, 1997, by and
between Media Entertainment, Inc. and Open Net, Inc. (Collectively referred
to as "Parties").
WHEREAS, Open Net, Inc., located at: 0000 X Xxxxxx, Xxxxx 0, Xxxxxxxxxx,
Xxxxxxxxxx 00000, has developed a Wireless Internet Access System to proved
a customer base in any city where Open Net, Inc. has an operating system.
The Open Net system utilizes Radio Modems manufactured by GRE America,
Inc.; 2.4 Ghz Ethernet radios manufactured by Wavepoint, and a
configuration developed by Open Net, Inc.
WHEREAS, Open Net, Inc. desires to license Media Entertainment, Inc., the
BTA rights to Open Net's systems including: Radio and Configuration.
WHEREAS, Media Entertainment, Inc. desires to license Open Net's system
in multiple markets.
NOW, THEREFORE, in consideration of the mutual promises and covenants
herein contained and other good and valuable consideration as hereinafter set
forth, the Parties agree as follows:
1) Open Net, Inc. hereby agrees to license to Media Entertainment, Inc. the
BTA rights to Wireless Internet Access Systems.
2) Open Net, Inc. hereby grants Media Entertainment, Inc. the "Option" by
way of the right of "First Refusal" to license Open Net's complete system in
the following markets:
Alexandria, Louisiana
Astoria, Oregon
Bainbridge, Georgia
Dallas, Texas
Houston, Texas
Lebanon, Missouri
Macon/Milledgeville, Georgia
New Orleans, Louisiana
Poplar Bluff, Missouri
Port Angeles, Washington
Portland, Oregon
Sandpoint, Idaho
Seattle, Washington
The Dalles, Oregon
3) Media Entertainment, Inc. hereby agrees to pay the sum of $50,000 per
system licensed from Open Net, Inc.; and will pay a customer-maintenance fee
of $5.00 per customer, if Media Entertainment, Inc. invokes its "Option" in
the markets listed above.
4) In consideration of Open Net's "Option" to Media Entertainment, Inc.
hereby makes payment of $50 to Open Net, Inc., thus entering into this
agreement.
5) This "Letter of Understanding" shall be binding upon and inure to the
benefit of the Parties hereto and the respective successors and assignees.
In witness whereof, the Parties have executed the "Letter of Understanding"
as of the date and year first written above.
OPEN NET, INC. MEDIA ENTERTAINMENT, INC.
By: /s/ Xxxxx Xxxx By: Xxxxx X. Xxxxxx
Title: CEO Title: President
