THE WELCH COMPANY
440 Davis Court #1602
San Francisco, CA 94111-2496
415 781 5700
rodwelch@pacbell.net



July 22, 2003

03 00050 61 03072202




Mr. Jerry J. Nord
CSG Systems Inc.
2525 117th Avenue
Omaha, NE 68138
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Subject:   Draft Non-disclosure Agreement with Appendix A
Defining the Technology

Dear Jerry,

Per planning in our call last Friday on July 18, here is a first draft of Appendix A that explains "trade secrets" of SDS, including implementation that accomplishes the management science of Communication Metrics. My feeling is we may be a little wordy and redundant, so feel free to suggest edits.
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Please submit comments and also prepare a draft for signature of the Non-disclosure Agreement itself, based on language developed in the record on July 8.

Please note, as well, the date of the agreement is now set at August 1, and scheduled end date, if not extended, is not February 28, 2004. We can adjust these, along with other terms as needed. Let me know if you have any edits. Maybe we can get it signed by end of week or next week. I will start making the CD to send SDS.
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Thanks.
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Sincerely,



Rod Welch
rodwelch@pacbell.net