Exhibit 23.6
VORTEXX 2000 LLC
dba Phoam Technologies
Heyami Limited
00/xx/ Xxxxx, Xxx Xxxxxx
00 Xxxxx'x Xxxx Xxxxxxx
Xxxxxxx, Xxxx Xxxx
Attention: Company Secretary
Facsimile: 852-2189-7446
February 9, 2004
RE: Servicemark, Trademark and Domain Name Assignment Agreement between Vortexx
2000 LLC and Heyami Limited dated December 7, 1999 (the "Agreement")
We understand that XXX Online Inc. (the "Company"), which is a Heyami Group
Company as defined in Article 4 of the Agreement, is considering a dual listing
of its equity securities on the Nasdaq National Market ("Nasdaq") and on the
Growth Enterprise Market of The Stock Exchange of Hong Kong Limited (the "Hong
Kong Stock Exchange") (together, the "Proposed Listing"), and that the Company
wishes to include the Agreement as an exhibit and to make reference to and
include a description of the existence and terms of the Agreement (collectively,
the "Disclosure Information") in the Hong Kong and United States prospectuses
(the "Prospectuses") to be issued by the Company to the public in respect of the
Proposed Listing and such other various documents, circulars, announcements,
presentations, marketing materials and marketing interviews and events (whether
in written form or otherwise) (collectively, the "Material") to be prepared,
issued and/or conducted by the Company, its sponsor(s) and/or their respective
advisers.
We hereby consent to the inclusion of the Agreement as an exhibit in the
Prospectuses and disclosure of the Disclosure Information in the Prospectuses
and the Material. This letter hereby evidences the agreement of the parties to
waive compliance with Article 13 of the Agreement for the purpose of the
Proposed Listing.
We agree to keep all information in connection with and concerning the
Proposed Listing confidential pursuant to United States and Hong Kong securities
laws, and agree not to disclose such information in connection with and
concerning the Proposed Listing to any third party (except for prospective
assignee(s) of our option rights therein, who have also agreed to such
confidentiality) until the date of issuance of the Prospectuses to the public in
the United States or Hong Kong.
Very truly yours,
/s/ Xxxxxxx Xxxxx Xxxxx
Xxxxxxx Motha Xxxxx
Managing Member, Trustee
Vortexx 2000 LLC
d/b/a Phoam Technologies
Agreed and Acknowledged:
[Name]
Heyami Limited
