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Exhibit 10.18
Confidential Materials omitted and filed separately with the
Securities and Exchange Commission. Asterisks denote omissions.
Student Advantage, Inc.
May 20, 1999
AT&T Communications, Inc.
000 Xxxxx Xxxxx Xxxxxx
Xxxxxxx Xxxxx, XX 00000
Ladies and Gentlemen:
The purpose of this letter is to clarify the terms of the Agreement
between AT&T Communications, Inc. ("AT&T") and Student Advantage LLC, dated as
of February 1, 1997, as amended by the letter agreement dated July 14, 1998 (the
"Agreement"). Capitalized terms used herein and not otherwise defined shall have
the meanings ascribed to them in the Agreement.
Notwithstanding the terms of the Agreement, Student Advantage LLC
(together with its affiliates) shall not be prohibited from (i) entering into
promotional and marketing activities with respect to the Student Advantage
Program or the AT&T/Student Advantage Program with any college, university or
university organization, (ii) permitting any college or university [**] College
Students from purchasing Student Advantage Program memberships from Student
Advantage and offering such memberships to its College Students free of charge,
or (iii) entering into promotional and marketing activities, including but not
limited to advertising on its Web site, in connection with credit cards or
related products, PROVIDED that such promotional and marketing activities shall
not include distribution of Student Advantage Program memberships free of
charge. In all other respects the Agreement shall remain in full force and
effect.
Please indicate your agreement to the foregoing by signing this letter
below.
Very truly yours,
STUDENT ADVANTAGE LLC
By: Student Advantage, Inc.,
its sole Member
By: /s/ Xxxxxxx X. Xxxxx, Xx.
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Xxxxxxx X. Xxxxx, Xx., President
AGREED TO AND ACCEPTED:
AT&T COMMUNICATIONS, INC.
By: /s/ Xxx X. Xxxxxxxxx
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Division Manager
5-20-99