Exhibit 10.123
THIRD AMENDMENT TO
CONTRACT FOR ALASKA ACCESS SERVICES
This Third Amendment to the CONTRACT FOR ALASKA ACCESS SERVICES is made as of
this 19th day of February, 2004, between SPRINT COMMUNICATIONS COMPANY L. P., a
Delaware Limited Partnership, (hereinafter referred to as "Sprint") and GENERAL
COMMUNICATIONS, INC. and its wholly owned subsidiary GCI COMMUNICATION CORP., an
Alaska corporation (together "GCI").
BACKGROUND
1. GCI and Sprint entered into a CONTRACT FOR ALASKA ACCESS SERVICES, effective
as of March 12th, 2002.
2. GCI and Sprint amended the CONTRACT FOR ALASKA ACCESS SERVICES by First
Amendment, effective as of July 24th, 2002.
3. GCI and Sprint amended the CONTRACT FOR ALASKA ACCESS SERVICES by Second
Amendment, effective as of December 31, 2003.
4. GCI and Sprint desire to amend the CONTRACT FOR ALASKA ACCESS SERVICES by
Third Amendment to address changes in payphone compensation regulations.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, GCI and Sprint agree as follows:
1. The following language of Paragraph 2 (B), Subsection 2, shall be deleted:
In accordance with FCC rules regarding per-call compensation for
coinless payphone calls (Second Order on Reconsideration in FCC
Docket #96-128), as first-switch interexchange carrier, GCI may be
obligated to pay per-call compensation for payphone-originated,
coinless calls. Where it is so obligated by law, GCI may assess a
$********** surcharge on ********** for each compensable payphone
call.
In no event will the payphone surcharge be higher than $**********
above the applicable per-call compensation for payphone-originated
coinless calls, as set by the FCC.
[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]
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The surcharge shall not apply to calls for which Sprint certifies
that it or a reseller or customer of Sprint has direct or indirect
arrangements for payphone compensation with the payphone owner or
its designated agent ("PSP") and for which Sprint provides GCI with
adequate identification of covered telephone numbers.
For calls routed to platform numbers, whether those of Sprint or a
reseller or customer of Sprint, answer supervision received by GCI
may not accurately indicate whether a dial-around payphone call is
completed to the called party and therefore compensable to the PSP.
For such platform calls, at Sprint's option, GCI shall assess
surcharges only on calls Sprint identifies to GCI as completed to
the called party. Sprint, in a mutually agreed computer readable
format, shall provide GCI with adequate identification of such
platform telephone numbers and appropriate reporting to document
completion of those dial-around calls, for timely reporting by GCI
to the PSPs
If GCI or Sprint determines they have both paid payphone
compensation for the same calls, or that payphone compensation has
been paid for noncompensable calls, GCI and Sprint agree to
cooperate to resolve the discrepancy and process appropriate refund
requests. GCI agrees to credit Sprint for amounts surcharged in
error.
GCI and Sprint shall cooperate with each other, and agree to make
records available (subject to reasonable confidentiality
guarantees, where appropriate) to verify proper and timely
reporting, payment, and billing for payphone originated dial-around
calls and to help manage questions or disputes raised by payphone
owners or their agents. The parties acknowledge that FCC
requirements and industry practices for per-call compensation for
coinless payphone calls may change during the term of the
Agreement. Either party may reopen this provision of the Agreement,
upon thirty days written notice, to renegotiate in light of changes
in applicable FCC rules or common industry practices thereunder.
And replaced with:
In accordance with the new FCC regulations governing payphone
compensation obligations of first-switch interexchange carriers
and switch-based resellers, GCI will no longer assess a
$********** surcharge on ********** for compensable payphone calls
as of April 1, 2004.
Sprint hereby assumes responsibility of reporting and compensating
payphone owners for compensable payphone calls, carried by GCI, as
a subset of **********.
[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]
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GCI and Sprint shall cooperate with each other, and agree to make
records available (subject to reasonable confidentiality
guarantees, where appropriate) to verify proper and timely
reporting, payment, and billing for payphone originated dial-around
calls and to help manage questions or disputes raised by payphone
owners or their agents. The parties acknowledge that FCC
requirements and industry practices for per-call compensation for
coinless payphone calls may change during the term of the
Agreement. Either party may reopen this provision of the Agreement,
upon thirty days written notice, to renegotiate in light of changes
in applicable FCC rules or common industry practices thereunder.
2. This Amendment together with the First Amendment, Second Amendment, and the
CONTRACT FOR ALASKA ACCESS SERVICES is the complete agreement of the
parties and supersedes all other prior contracts and representations
concerning its subject matter. Any further amendments must be in writing
and signed by both parties.
IN WITNESS WHEREOF, the parties hereto each acting with proper authority have
executed this Amendment on the date indicated below.
SPRINT COMMUNICATIONS COMPANY L.P.
By: /s/
Printed Name: Gary Lindsey
Title: Director - Access Management
GCI COMMUNICATION CORPORATION
By: /s/
Printed Name: Richard Westlund
Title: VP/GM Long Distance
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