This Amendment Agreement ("Amendment") is made and effective this 14th day of
December 2004 by and between Zone4Play, Inc., a Delaware corporation with
offices located at 000 Xxxxx Xxxx, Xxxxx 000, Xxxxxxxxxx, Xxxxxxxx 00000 ("Z4P")
and LodgeNet Entertainment Corporation, a Delaware corporation, with offices
located at 0000 Xxxx Xxxxxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxxx Xxxxxx 00000-0000
("LodgeNet") (individually each a "Party" and collectively "Parties") and is
intended to amend sections in the Agreement signed between the Parties on
January 8, 2004 ("Agreement"), in order to allow the attachment of additional
Schedules to the Agreement as mutually agreed to, in writing, by the Parties.
The Parties agree that in light of the additional Schedules that are to be added
to the Agreement, the word/phrase "Schedule" and/or "Schedule A" shall be, where
appropriate read as "Schedules", in order to allow for said incorporation.
a. Section 16.a of the Agreement shall be amended to read: Promotion -
Promotional Channel: Z4P will assist in providing appropriate
content elements to include promotion of the Z4P games within the
LodgeNet System or other marketing means reasonably undertaken by
LodgeNet including but not limited to promotional videos where
applicable as well as additional collateral material to be agreed
upon from time to time by the parties. However, the decision to
include Z4P content on the LodgeNet System and/or to include
promotional materials remains the sole and exclusive decision of
LodgeNet.
b. Section 18 of the Agreement shall be amended to read:
If to LodgeNet If to Zone4Play
-------------- ---------------
Xxxxx Xxxxxxxxxxxxx Xxxx Xxxxxx
Xx Vice President, Content & Programming VP Marketing & Sales
LodgeNet Entertainment Corporation Zone4Play Ltd.
0000 X Xxxxxxxxxx Xxxxxx 0X Xxxxxxxxx Xxxxxx
Xxxxx Xxxxx, XX 00000-0000 Xxx Xxxx, 00000, Xxxxxx
Fax: 000-000-0000 Fax: 000 000 0 000 0000
e-mail: Xxxxx.Xxxxxxxxxxxxx@xxxxxxxx.xxx e-mail: xxxx@xxxx0xxxx.xxx
With Copy To: With Copy To:
------------- -------------
General Counsel
LodgeNet Entertainment Corporation Xxxxxxxxxx Xxxxx Xxxxx
0000 X Xxxxxxxxxx Xxxxxx 00 Xxxxx Xxxx Xxxxxx
Xxxxx Xxxxx, XX 00000-0000 Xxx Xxxx 00000 Xxxxxx
Fax: 000-000-0000 Fax: x000-0-000-0000
e-mail: xxxxxxx.xxxxxxx@xxxxxxxx.xxx e-mail: xxx@xxxxxxx.xx.xx
-----------------
c. Section 9.e In the event that LodgeNet offers Z4P games in the hospital
market, revenue shall be determined by multiplying the number of hospital beds
where the games are available on a free to patient basis each month by $0.10. If
LodgeNet offers Z4P games in an on-demand pay per use model, LodgeNet will pay
royalties to Z4P at a rate of 25% net receipts (i.e., all monies received from
hospital patients in connection with the exhibition of the games less (i) sales
taxes payable directly in connection therewith and (ii) disputed sales (disputed
video orders as to which patients refuse to make payment).
In addition, the following Schedule(s) will be added to the Agreement and be
incorporated as part of the Agreement:
LODGENET ENTERTAINMENT ZONE4PLAY INC.
CORPORATION INC.
NAME:____________________ NAME:_____________________
TITLE:____________________ TITLE:_____________________
SIGNATURE:_______________ SIGNATURE:_______________
DATE:_____________________ DATE:_____________________
Schedule C
Standard Development Schedule
Of Z4P Programming
For LodgeNet
--------------------------------------------------------------------------------
This Schedule C, dated ______________, is made in accordance with the
Agreement dated January 8, 2004, between LodgeNet and Z4P.
Z4P will provide to LodgeNet Z4P Programming, in accordance with the delivery
schedule identified in the Agreement. The Parties have further agreed on
additional Z4P Programming as further detailed in this Schedule C herein. The
Parties have further agreed on the presentation manner of said Z4P Programming
as follows;
The Z4P Programming has the following estimated new delivery schedule and
Upgrades over time of the Z4P Programming provided to LodgeNet. It is
anticipated, as supported by the Agreement, that this schedule may be revised,
as necessary and as influenced by Z4P Programming usage and buy reports,
technology advancements and availability, and other LodgeNet and Z4P business
objectives as mutually agreed upon and in writing, by both Parties.
1. Deployment:
The Parties have agreed on the following deployment schedule:
Skill Jam Pack: The following games will be delivered to Lodgenet for
testing by December 15, 2004:.
Card games:
Solitaire, Xxxxx Xxxx solitaire, Poker Solitaire, Free cell
Puzzle games:
Crazy coins, Diamond mine, Hexagone, HexTwist Tile games: Mahjong, Memory
match, add it up Word games:
Alphabet, Out of order, worldJam, bookworm
LodgeNet's Quality assurance process will commence t within a reasonable
amount of time upon delivery by Z4P and shall be completed within 45 days.
Deployment of any new games on the LodgeNet System that have passed quality
assurance and all of LodgeNet's acceptance standards will take place when
it is practicable and in accordance with LodgeNet's normal operations of
the TV Game room service.
2. Positioning:
The Parties have agreed that in order to enhance the attractiveness of
Z4P's Programming, the Programming shall be positioned in a manner that
promotes the Skill Jam branding where LodgeNet deems it is technically
capable and practicable.
Example:
(Skill Jam Games (as the title of the games area)
Z4P and Game universe will provide 15 new Skill games (listed above) under
4 possible sub categories (Card games, Tile games, Puzzle games and Word
games) in a designated section branded - "Skill Jam")
3. Marketing:
Z4P and Skill Jam will be allowed to display a mutually agreed upon video
promoting the game content on the LodgeNet video promotional loop. Such
video is not to exceed (15) seconds in length unless mutually agreed upon
by the Parties hereto. If LodgeNet implements a new promotional loop
strategy, or if sites are in promo loop testing, LodgeNet reserves the
right to not show the Z4P/Skill Jam promotional video. LodgeNet will
specify the length of time the promotional video will be displayed in any
LodgeNet sites. LodgeNet will explore the option of in-room collateral
marketing for these games. Z4P and Skill Jam warrant and represent to
LodgeNet, that they have obtained all necessary licenses, permits and
performance rights for the display of the aforementioned promotional video.
Specifically, Z4P and Skill Jam agree and acknowledge that they have
obtained the necessary third party performance rights to display this
promotional video, including, but not limited to, any licenses that may be
required by ASCAP, BMI or SESAC.
Schedule D
Standard Development Schedule
Of Z4P Programming
For LodgeNet
--------------------------------------------------------------------------------
This Schedule D, dated ______________, is made in accordance with the
Agreement dated January 8, 2004, between LodgeNet and Z4P.
Z4P will provide to LodgeNet Z4P Programming in accordance with the delivery
schedule identified in the Agreement. The Parties have further agreed on
additional Z4P Programming as further detailed in this Schedule D herein. The
Parties have further agreed on the presentation manner of said Z4P Programming
as follows;
The Z4P Programming has the following estimated new delivery schedule and
Upgrades over time of the Z4P Programming provided to LodgeNet. It is
anticipated, as supported by the Agreement, that this schedule may be revised as
influenced by Z4P Programming usage and buy reports, technology advancements and
availability, and other LodgeNet and Z4P business objectives as mutually agreed
upon, in writing, by both Parties.
1. Deployment:
The Parties have agreed on the following deployment schedule:
o AI Texas Hold'em Poker: Z4P will deliver a stand alone AI version of
Z4P Texas Hold'em Poker game no later than January 31, 2005
Deployment of any new games on the LodgeNet system that have passed
quality assurance and all of LodgeNet's acceptance standards will take
place when it is practicable and in accordancw with LodgeNet's normal
operations of the TV Game room service.
2. Positioning:
The Parties have agreed that in order to enhance the attractiveness of
Z4P's Programming, the Programming shall be positioned in the following
manner:
o AI Texas Hold'em Poker Initially, the AI Texas Hold'em Poker will be
presented within the TV Game Room service.
According to the success of the game, Z4P and LodgeNet will explore
the possibility of creating a separate package for this game.
3. Marketing:
Z4P will be allowed to display a mutually agreed upon video promoting the
game content on the LodgeNet video promotional loop. Such video is not to
exceed (15) seconds in length unless mutually agreed upon by the Parties
hereto. If LodgeNet implements a new promotional loop strategy, or if sites
are in promo loop testing, LodgeNet reserves the right to not show the
Z4P/Skill Jam promotional video. LodgeNet will specify the length of time
the promotional video will be displayed in any LodgeNet sites. LodgeNet
will explore the option of in-room collateral marketing for these games.
Z4P and Skill Jam warrant and represent to LodgeNet, that they have
obtained all necessary licenses, permits and performance rights for the
display of the aforementioned promotional video. Specifically, Z4P and
Skill Jam agree and acknowledge that they have obtained the necessary third
party performance rights to display this promotional video, including, but
not limited to, any licenses that may be required by ASCAP, BMI or SESAC.
|X|
|X| LodgeNet will update entry screens, according to graphics that will be
supplied by Z4P and approved by LodgeNet for the entry point of the
game order screen.
o AI Texas Hold'em Poker
Schedule E
Standard Development Schedule
Of Z4P Programming
For LodgeNet
--------------------------------------------------------------------------------
This Schedule E, dated ______________, is made in accordance with the
Agreement dated January 8, 2004, between LodgeNet and Z4P.
Z4P will provide to LodgeNet Z4P Programming in accordance with the delivery
schedule identified in the Agreement. The Parties have further agreed on
additional Z4P Programming as further detailed in this Schedule E herein. The
Parties have further agreed on the presentation manner of said Z4P Programming
as follows;
The Z4P Programming has the following estimated new delivery schedule and
Upgrades over time of the Z4P Programming provided to LodgeNet. It is
anticipated, as supported by the Agreement, that this schedule may be revised as
influenced by Z4P Programming usage and buy reports, technology advancements and
availability, and other LodgeNet and Z4P business objectives as mutually agreed
upon, in writing, by both Parties.
1. Deployment:
The Parties have agreed on the following deployment schedule:
o Slingo Kids games: Z4P will provide 5 Slingo kids games (as listed
below) by Q1 2005.
"Kids Bumper", "Circus Stars", "Match'ums 4 Kids", "Slingo 4 Kids",
"Xxxx Blocks"
Deployment of any new games on the LodgeNet system that have passed
quality assurance and all of LodgeNet's acceptance standards will
take place when it is practicable and in accordance with LodgeNet's
normal operations of the TV Game room service.
2. Positioning:
The Parties have agreed that in order to enhance the attractiveness
of Z4P's Programming, the Programming shall be positioned in a
manner that promotes the Slingo Kids branding where LodgeNet deems
it technically capable and practicable.
o Slingo Kids games
The games may be added to the service under a new category called
Slingo Kids when the menuing software is capable of adding
subcategories for games.
3. Marketing:
Z4P will be allowed to display a mutually agreed upon video
promoting the game content on the LodgeNet video promotional loop.
Such video is not to exceed (15) seconds in length unless mutually
agreed upon by the Parties hereto. If LodgeNet implements a new
promotional loop strategy, or if sites are in promo loop testing,
LodgeNet reserves the right to not show the Z4P/Skill Jam
promotional video. LodgeNet will specify the length of time the
promotional video will be displayed in any LodgeNet sites. LodgeNet
will explore the option of in-room collateral marketing for these
games. Z4P and Skill Jam warrant and represent to LodgeNet, that
they have obtained all necessary licenses, permits and performance
rights for the display of the aforementioned promotional video.
Specifically, Z4P and Skill Jam agree and acknowledge that they have
obtained the necessary third party performance rights to display
this promotional video, including, but not limited to, any licenses
that may be required by ASCAP, BMI or SESAC.
