Alumni Association of the University of Oregon, Inc. - Page 5

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          the standard rate at least twice annually during the term of the            
          Agreement.                                                                  
               Petitioner agreed:  (1) To give USNB the names, addresses,             
          and graduation dates of its members; (2) to license the use of              
          its name, logo, and official seal of the University of Oregon to            
          USNB; and (3) to inform its members of the affinity credit card             
          program, at its expense, at least once per year.  The Agreement             
          did not require petitioner to mail any solicitation materials to            
          alumni.  Petitioner could prepare, at its discretion, materials             
          containing announcements of its activities and alumni news four             
          times annually to accompany USNB's periodic statements.                     
               USNB agreed to pay petitioner $4 for each new account, $4.50           
          for renewal of a Classic Visa card, $7 for renewal of a Premier             
          Visa card, and 1 percent of all authorized cash purchases and               
          advances.  The Agreement was for 5 years, and was automatically             
          renewable for 1-year periods unless terminated by either party.             
          D.  List of Alumni                                                          
               USNB asked petitioner for the list of alumni about once a              
          year.  USNB was to solicit credit card applications from those              
          members and issue a card to approved applicants.                            
               The data base of alumni was kept on a computer owned and               
          possessed by the University of Oregon Foundation.  Petitioner               
          forwarded USNB's requests to the University of Oregon Foundation.           
          The University of Oregon Foundation prepared a magnetic tape for            
          USNB's use.  Employees of the University of Oregon Foundation               




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