EXHIBIT 10.16
SPONSORSHIP AND DEVELOPMENT AGREEMENT
This Agreement is made as of August 6, 2004 (the "Effective Date") by and
between TEKNIK DIGITAL ARTS INC., a Nevada corporation with offices at 0000 X.
Xxxxxxxxxx Xxxxx Xxxx, Xxxxx 000, Xxxxxxxxxx, Xxxxxxx 00000 ("TDA") and
XXXXXXXXX, INC. ("Xxxxxxxxx"), c/o GAYLORD SPORTS MANAGEMENT, 00000 X. Xxxxxxxx
Xxxx., Xxxxx 000, Xxxxxxxxxx, Xxxxxxx 00000 Attention: Xxxxx Xxx
RECITALS
TDA is in the business of developing and publishing interactive
entertainment software products. TDA desires to have Xxxxxxxxx assist in the
development, endorsement and publicizing of TDA's golf-related software
products.
THEREFORE, TDA and Xxxxxxxxx agree as follows:
1. DEVELOPMENT, PRODUCTION, COMMERCIAL AND PUBLICITY SERVICES
1.1 General. Xxxxxxxxx agrees to cooperate, consult with and aid TDA in
connection with the development of TDA's "Golf Product" (hereinafter defined)
and the advertising, marketing and publicity thereof. As used herein, the term
"Golf Product" shall mean any interactive entertainment software product related
to the sport of golf which is produced and released during the "Term"
(hereinafter defined in Section 5.1) and which may be published in multiple
versions (e.g., versions for play on handheld mobile devices (including cell
phones) for sale in any and all territories.
2. GRANT OF RIGHTS; COOPERATION
2.1 Publicity Rights. Xxxxxxxxx hereby grants to TDA the following rights
(the "Rights"):
(a) the right to use and reuse Xxxxxxxxx'x name, voice, likeness,
facsimile signature, personal statistics, biographical information and any
reproduction or simulation thereof ("Xxxxxxxxx'x Likeness") in TDA's Golf
Products and on packaging for TDA's Golf Products in any fashion, said
grant of rights being limited to the world (the "Contract Territory")";
(b) the right to use and reuse Xxxxxxxxx'x Likeness in TDA's general
internal, non-public corporate promotional materials (such as TDA's Annual
Report), corporate advertising and in other forms of publicity;
(c) the right to use and reuse Xxxxxxxxx'x Likeness in and in
connection with the marketing, advertising, promoting and publicizing of
TDA's Golf Products, by any and all means now known or hereafter
developed;
(d) the exclusive right to use and reuse the results and proceeds of
the in connection with TDA's Golf Products; and
(e) with Xxxxxxxxx'x prior reasonable approval, the right to license
to third parties any of the foregoing rights but only in connection with
or directly related to the marketing and sale of TDA's Golf Products.
Xxxxxxxxx agrees to cooperate in good faith with TDA in connection with TDA's
exercise of the Rights in accordance with the terms of this Agreement.
2.2 Limitations of License
(a) The Rights granted in Section 2.1 above will only be used by TDA
in connection with its Golf Products. TDA does not have the right to use
the Rights in any product whatsoever released before or after the Term.
(b) TDA shall not utilize Xxxxxxxxx'x Likeness in a manner that
would constitute an endorsement of any product or service other than TDA's
Golf Products.
2.3 Xxxxxxxxx as Featured Player. TDA agrees that Xxxxxxxxx will be the
featured player on all packaging of and promotional materials related to, TDA's
Golf Product,
2.4 No Obligation to Use. Except as set forth in Section 2.3 above, the
payment to Xxxxxxxxx of the sums required under this Agreement shall fully
discharge all obligations of TDA to use Xxxxxxxxx'x Likeness under this
Agreement.
2.5 Approvals. TDA agrees that no use of Xxxxxxxxx'x Likeness in
connection with advertisements, promotions and other related/similar materials
(specifically excluding, however, TDA's Golf Products) will be made hereunder
unless and until the same has been approved by Xxxxxxxxx in writing. Xxxxxxxxx
agrees that any material, advertising or otherwise, submitted for approval as
provided herein may be deemed by TDA to have been approved hereunder if the same
is not disapproved in writing within fourteen (14) days after receipt thereof.
Xxxxxxxxx agrees that any material submitted hereunder will not be unreasonably
disapproved and, if it is disapproved, that TDA will be advised of the specified
grounds therefore. TDA agrees to protect, indemnify and save harmless Xxxxxxxxx
and Xxxxxxxxx'x agents, or either of them, from and against any and all
expenses, damages, claims, suits, actions, judgments and costs whatsoever,
arising out of, or in any way connected with, any advertising material furnished
by, or on behalf of, TDA.
3. EXCLUSIVITY
3.1 Exclusivity Period. During the Term (the "Exclusivity Period"),
Xxxxxxxxx hereby represents, warrants and agrees that he will not: (i) render
any services in commercials or advertisements on behalf of any computer game or
videogame sports software product or service, or (ii) authorize the use of
Xxxxxxxxx'x Likeness in connection with any computer game or videogame sports
software product or service. These exclusivity obligations will not limit
Xxxxxxxxx'x right to appear in any of the entertainment fields or in the
entertainment portion of any television, film or video program; provided,
however, that Xxxxxxxxx may not appear in, or provide services in connection
with, advertisements for any computer game or videogame sports products.
Notwithstanding anything herein to the contrary, this Section 3.1 is
specifically subject to the provisions of Section 2.2 above. Xxxxxxxxx'x
obligations set forth in this Section 3.1, and as limited by Section 2.2, will
be referred to elsewhere in this Agreement as the "Exclusivity Obligations".
Notwithstanding anything herein to the contrary, TDA explicitly agrees that
nothing herein shall preclude Xxxxxxxxx from participating in, or in any way
limit Xxxxxxxxx'x participation in, any current or future PGA PLAYERS and/or PGA
TOUR group licensing arrangements.
4. COMPENSATION
4.1 Products. TDA will provide to Xxxxxxxxx, free of all costs whatsoever
(including without limitation, taxes, duties, shipping and/or handling fees) (a)
fifty (50) copies each of TDA's "Xxxx Xxxxxxxxx Golf" game mobile handheld
devices promptly after TDA's release thereof and (b) fifty (50) copies of any
other TDA products selected by Xxxxxxxxx.
4.2 Compensation for Rights and Services. TDA agrees to pay Xxxxxxxxx, as
a consideration for the Rights and Services,
1) 250,000 Restricted common shares of TDA,
a. As of the date of this agreement, Company has sold stock
at $2.50/share.
b. Par Value is $.0001 per share
2) 33% royalty of net TDA net sales price,
a. Handheld products 33% or $1 per subscription whichever
is greater
3) Option to convert annual royalties to TDA common stock at a
$10 of stock for every $1 of Royalty converted
a. TDA stock conversion price based on the previous six
month average daily price
b. Option is limited to 50% of TDA outstanding stock and if
the option is exercised, it must be exercised when the
agreement is in effect.
All payments due under this Agreement shall be made in the form of a check drawn
to the order of "Xxxx Xxxxxxxxx" and delivered to Xxxxxxxxx'x agent at the
following address: Xxxxxxx Sports Management, 00000 X. Xxxxxxxx Xxxx., Xxxxx
000, Xxxxxxxxxx, Xxxxxxx 00000, Attn: Xxxxx Xxx. Payments shall be made 15 days
from the end of each quarter. Xxxxxxxxx'x net payment after any such charges or
deductions shall equal the amount set forth above. Past
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due payments hereunder shall bear interest at the rate of (i) one and one-half
percent (1-1/2%) per month, or (ii) the maximum interest rate permissible under
law, whichever is less,
4.3 Expenses. First-class round-trip air transportation, hotel room meal
expenses, local limousine service and miscellaneous expenses (e.g., telephone
and overnight courier charges) incurred by Xxxxxxxxx and a guest designated by
Xxxxxxxxx will be paid by TDA or reimbursed by TDA to Xxxxxxxxx where necessary
in the performance of Xxxxxxxxx'x Services under this Agreement; provided,
however, that such expenses are required and reasonable for a celebrity of
Xxxxxxxxx'x stature.
5. AUDIT
5.1 Licensee shall keep accurate books of account and records at its
principal place of business covering all transactions relating to the License
granted herein. Xxxxxxxxx shall have the right to engage an independent
accounting firm to examine the Licensee's sales information and all other books
and records necessary to establish the accuracy and timeliness of the royalty
statements required hereunder. Such examination shall be at the premises of
Licensee on ten (10) working days written notice and during normal business
hours. The information provided to Xxxxxxxxx by the accounting firm will be the
net sales and the application of the appropriate royalty rate to calculate
royalties due. The accounting firm shall be required to take reasonable steps to
hold all Licensee information confidential. Details of the review and all work
papers and related supporting data pertaining to the review will be held
confidential by the accounting firm and will not be shown, divulged, or
delivered directly or indirectly to Xxxxxxxxx or any third party. The accounting
firm shall be bound by a non-disclosure agreement in the form to be provided by
Licensee to ensure compliance with this paragraph. The examination may be
conducted not more than once a year. If it is determined that Licensee has made
any Royalty underpayment which is greater than five percent (5%) for any Royalty
Period, the Licensee shall reimburse Xxxxxxxxx for the costs and expenses of
such audit.
5.2 Upon request by Xxxxxxxxx, but not more than once each year, Licensee
shall, at its own cost, furnish to Xxxxxxxxx within thirty (30) days after such
request a detailed statement, prepared by Licensee's Chief Financial Officer,
setting forth the number of Products manufactured from the later of the
commencement of this Agreement or the date of any previous such statement up to
and including the date of Xxxxxxxxx'x request therefore and also setting forth
the pricing information for all Products (including the number and description
of the Products) shipped, distributed and sold by Licensee during the
aforementioned time period.
5.3 All books of account and records of Licensee covering all transactions
relating to the Licensee shall be retained by the Licensee until at least two
(2) years after the expiration or termination of the Term for possible
inspection by Xxxxxxxxx.
6. TERM
6.1 Term. The term of this Agreement (the "Term"), shall commence on the
Effective Date and terminate at the end of the Exclusivity Period (i.e., a
three (3) year period commencing on the Effective Date).
6.2 Post-Term Sales. Upon expiration of this Agreement, TDA shall cease
all uses of the Rights and/or Xxxxxxxxx'x Likeness with respect to advertising,
endorsing and/or promoting TDA, but TDA shall be free to continue to distribute
and sell its Golf Products which incorporate Xxxxxxxxx'x likeness for up to 180
days after the expiration of the Term (although TDA may not use the Rights or
Xxxxxxxxx'x Likeness to promote or advertise TDA or any of TDA's non-Golf
Products when selling the Golf Products, nor can TDA highlight Xxxxxxxxx'x
Likeness in its packaging or sales efforts); provided, however, that TDA shall
have no such right of post-Term sales unless TDA is not in default of any of its
obligations hereunder as of the date of expiration or termination.
7. REPRESENTATIONS, WARRANTIES AND COVENANTS
7.1 Representations and Warranties.
(a) Xxxxxxxxx represents and warrants that:
(i) Xxxxxxxxx has full right to enter into this Agreement
and to perform all of his obligations hereunder without,
to his knowledge, violating the legal or equitable
rights of any person, firm or entity and that TDA shall
not be under any obligation for the payment of any
commissions or fees to any person, firm or
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entity on account of this Agreement, other than
advances, compensation, royalties and expenses expressly
payable to Xxxxxxxxx by TDA under this Agreement;
(ii) Xxxxxxxxx will perform the Services in a professional
and workmanlike manner, to the extent of Xxxxxxxxx'x
professional abilities.
(b) TDA represents and warrants that:
(i) TDA has full right to enter into this Agreement and to
perform all of its obligations hereunder without, to its knowledge,
violating the legal or equitable rights of any person, firm or
entity and that Xxxxxxxxx shall not be under any obligation for the
payment of any commissions or fees to any person, firm or entity
related to or connected with TDA on account of this Agreement.
(c) Notwithstanding anything herein to the contrary, TDA agrees
that nothing contained herein shall be construed to convey to TDA
any rights to use the trademarks, logos or uniform of the PGA TOUR
("PGA"), any other any other professional or amateur golf
association (including any member players of such association) in
conjunction with the rights granted hereunder. All rights to the use
of such trademarks, logos or team identification must be acquired
from the PGA or any other appropriate rights holder.
7.2 Further Assurances and Execution of Documents. Xxxxxxxxx will, if
requested and reasonable, furnish affidavits and other appropriate documentation
that may be required, in TDA's reasonable judgment and at TDA's expense, to
comply with any applicable governmental or other regulations, broadcast
clearance procedures, or sports/entertainment industry guidelines relating to
product endorsement. Furthermore, Xxxxxxxxx hereby agrees to execute any and all
documents which are required by any guild or union having jurisdiction over any
of the services to be provided by Xxxxxxxxx under this Agreement.
7.3 Confidential Information and Non-Disparagement. Neither party will
disclose or use any confidential or proprietary information that such party
obtains from or about the other or its products. Both parties agree that the
existence and results of any arbitration held pursuant to this Agreement will be
treated confidentially. Xxxxxxxxx will not authorize or release advertising
matter or publicity nor give interviews which make reference to the details of
the material terms of this Agreement, without TDA's prior written approval,
although Xxxxxxxxx may, during interviews, respond, discuss and comment in a
non-disparaging manner that Xxxxxxxxx is associated with TDA and its Golf
Products.
8. OWNERSHIP OF PROPRIETARY RIGHTS
8.1 All right, title and interest in and to TDA's Golf Products shall be
and remain the absolute property of TDA forever (it being understood that after
the Term TDA may continue to manufacture, promote, sell and/or distribute its
other golf interactive entertainment sports products which are separate and
distinct from the Golf Products incorporating Xxxxxxxxx'x Likeness on the
packaging without being subject to any of the limitations or restrictions
herein, provided that the Rights are not (directly or indirectly) utilized by or
incorporated in such other golf interactive sports products. All right, title
and interest in and to the Results and Proceeds and to the Advertising Materials
(as defined below) shall be and remain the absolute property of TDA forever (but
which may only be used during the Term and, subject to the limitations and
conditions set forth in this Agreement, thereafter). Without limiting the
foregoing, TDA shall, during the Term (and subject to the limitations and
conditions on the Rights as set forth in this Agreement, thereafter) have the
full and complete right to revise, telecast, broadcast, use, distribute,
reproduce, record, publish, print, license, copyright and exhibit the contents
of any Results and Proceeds, the Golf Products and any Advertising Materials and
any versions or revisions thereof and, in TDA's sole discretion, the Results and
Proceeds, the Golf Products and Advertising Materials may be make by any
process, instrumentation or device now known or hereafter developed and may be
made or adapted for use in any and all media now known or hereafter developed
(although it is acknowledged and agreed by TDA that multi-media usage (except,
of course, as incorporated into TDA's Golf Products) shall be strictly limited
to advertising) provided that any and all such uses are directly related to the
marketing, development and sale of TDA's Golf Products. Xxxxxxxxx further
acknowledges that TDA may adapt and use, and protect by any means including
registration with the appropriate authorities, a trademark or trade name
incorporating Xxxxxxxxx'x Likeness, and that Xxxxxxxxx shall, until after the
Term, have no right, title or interest in or to any such trademark, trade name
or related goodwill. As used in this
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Agreement, "Advertising Material" means any commercials, print materials, copy,
advertising, promotional and publicity materials published under this Agreement
which include or make reference to Xxxxxxxxx'x Likeness and all elements
thereof.
8.2 Notwithstanding anything herein to the contrary, TDA agrees not to
remove, airbrush or otherwise alter the trademarks and logos of Xxxxxxxxx'x
equipment manufacturer (currently Mission) from the packaging of TDA's Golf
Products and/or the Advertising Materials, provided that, upon TDA's written
request, Xxxxxxxxx secures for TDA, at no cost to TDA, all necessary written
permissions or grants of rights from any such equipment manufacturer or third
party.
9. INDEMNITY
9.1 By TDA. TDA shall indemnify and hold harmless Xxxxxxxxx, Xxxxxxxxx'x
agent, and Xxxxxxxxx'x heirs, executors and legal representatives from and
against any and all damages, costs, judgments, penalties and expenses of any
kind (including reasonable legal fees and disbursements) which may be obtained
against, imposed upon or suffered by any of them as a result of (a) any claims
or representations made by Xxxxxxxxx in any Advertising Materials produced or
used by TDA hereunder, (b) TDA's default, breach, negligence, errors and/or
misconduct hereunder, and/or (c) any claim arising from any third party's use or
association with TDA's products.
10. GENERAL
10.1 Taxes. Xxxxxxxxx represents and warrants that, in performing its
obligations under this Agreement, Xxxxxxxxx does so as an independent contractor
and, without limiting the foregoing. Xxxxxxxxx assumes exclusive responsibility
for the collection and payments of all employer and employee contributions and
taxes under all applicable laws now in effect or hereafter enacted and Xxxxxxxxx
further agrees to file any returns or reports necessary in connection therewith.
TDA shall have the right to deduct from any amounts payable hereunder such
portion thereof as are required to be deducted under applicable statute,
regulation, treaty or other law, and Xxxxxxxxx shall promptly execute and
deliver to TDA such forms and other documents as may be required in connection
therewith. Notwithstanding anything herein to the contrary, it is agreed and
acknowledged that TDA remains liable for the payment of all pension and health
welfare contributions required of any guild or labor organization (e.g., SAG,
AFTRA, etc.).
10.2 Notices. All notices and statements hereunder required to be given to
TDA shall be sent to TDA at its address stated at the beginning of this
Agreement, to the attention of the General Counsel, and all notices to Xxxxxxxxx
shall be sent to Xxxxxxxxx at the address stated at the beginning of this
Agreement, unless either party notifies the other party in writing if a change
of address in accordance with the provisions of this Section. Notices are deemed
to be received by the addressee of the notice on the earlier or the date the
notice is actually delivered to the addressee and: (i) three (3) days after the
notice is sent by certified mail, postage prepaid, return receipt requested;
(ii) the next business day after the notice is sent by confirmed fax
transmission; or (iii) on the date of guaranteed delivery if the notice is sent
by recognized national or international express courier.
10.3 Right of Offset. Notwithstanding any provision contained in this
Agreement, neither party will be prohibited from exercising any right of offset
that may be available at law.
10.4 Governing Law. This Agreement will be deemed entered into in Arizona
and will be governed by and interpreted in accordance with the internal
substantive laws of the State of Arizona without reference to conflicts of law
provisions.
10.5 Entire Agreement. This Agreement constitutes the entire understanding
between the parties hereto with respect to the subject matter hereof, and all
prior agreements and understandings, whether oral or written, are hereby
superseded in their entirety. No waiver, modification or addition to this
Agreement shall be valid unless in writing and signed by the party sought to be
charged therewith.
10.6 Assignment. This Agreement may be assigned by Xxxxxxxxx and TDA with
the other party's prior written approval. Except with Xxxxxxxxx'x prior written
approval, this Agreement may not be assigned by TDA: (i) in connection with a
merger, a sale of all or substantially all of the assets of TDA or other similar
corporate reorganization, or the sale of substantially all of TDA's rights to
all of its Golf Products; or (ii) to an affiliated, parent, subsidiary, related
company (or in the case of the production of Advertising Materials to an
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advertising agency representing TDA) so as to effectuate the intent of this
Agreement and the subject matter hereof, although TDA will continue to be liable
for all financial obligations hereunder.
10.7 Severability. Should any provision of this Agreement be held to be
void, invalid or inoperative, such provision will be enforced to the extent
permissible and the remaining provisions of this Agreement will not be affected.
10.8 Attorney's Fees. In any suit, arbitration or other proceeding under
this Agreement, the prevailing party will be entitled to recover its reasonable
fees and expenses of attorneys and other professionals, including all fees and
expenses of appeal and enforcement.
10.9 Liability. In no event (including, but not limited to, Xxxxxxxxx'x
default hereunder) shall Xxxxxxxxx be liable to TDA (or any entity claiming
through TDA) for any amount in excess of the amounts actually received by
Xxxxxxxxx hereunder, excluding the reimbursement of expenses. Under no
circumstances will Xxxxxxxxx be liable to TDA or any other entity for any
special, consequential, indirect, exemplary and/or punitive damages, or for loss
of good will or business profits.
10.10 Applicable Law and Disputes. This Agreement shall be governed by the
laws of the State of Arizona applicable to agreements fully executed and
performed therein. Any claims arising hereunder or relating hereto shall be
prosecuted only in the appropriate court of the State of Arizona or in the
applicable United States District Court and neither party shall make any claim
or demand in any other jurisdiction forum. Each party waives its right to a
trial by jury and agrees to the jurisdiction of the judge in the appropriate
court as governed by the State of Arizona. The parties consent to the personal
jurisdiction of such courts and to the service of process by mail.
10.11 Force Majeure. If at any time during this Agreement, Xxxxxxxxx or
TDA is prevented from or hampered or interrupted or interfered with in any
manner whatever in fully performing their respective duties hereunder by reason
of any present or future statute, law, ordinance, regulation, order, judgment or
decree, whether legislative, executive or judicial (whether or not valid), act
of God, earthquake, flood, fire, epidemic, accident, explosion, casualty,
lockout, boycott, strike, labor controversy (including, but not limited to
threat of lockout, boycott or strike), riot, civil disturbance, war or armed
conflict (whether or not there has been an official declaration of war or
official statement as to the existence of a state of war), invasion, occupation,
intervention or military forces, act of public enemy, embargo, delay of a common
carrier, inability without fault of such party to obtain sufficient material,
labor. transportation, power or other essential commodity required in the
conduct of business; or by reason of any event beyond any of the foregoing
parties' reasonable control (e.g., illness, family emergency, etc.); or by
reason of any other cause or causes of any similar nature (all of the foregoing
being herein referred to as an "event of force majeure"), then the applicable
party's obligations hereunder shall be suspended as often as any such event of
force majeure occurs and during such periods of time as such events of force
majeure exist and such non-performance shall not be deemed to be a breach of
this Agreement.
10.12 Reservation of Rights. All rights not herein specifically granted to
TDA shall remain the property of Xxxxxxxxx to be used in any manner Xxxxxxxxx
deems appropriate. TDA understands that Xxxxxxxxx has reserved the right to
authorize others to use Xxxxxxxxx'x Likeness within the Contract Territory and
during the Term in connection with all tangible and intangible items and
services other than TDA's Golf Products as specifically set forth herein.
IN WITNESS WHEREOF, the parties hereby execute this Agreement as of the
Effective Date by signing below:
TEKNIK DIGITAL ARTS INC. XXXXXXXXX, INC.
By: /s/ Xxxx Xxxx By: /s/ Xxxx Xxxxxxxxx
-------------------------- ------------------------
Name: Xxxx Xxxx Name: Xxxx Xxxxxxxxx
Title: Chairman Title:
Date: August 6, 2004 Date: August 6, 2004
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AMENDMENT
4. COMPENSATION
4.1 Products. TDA will provide to Xxxxxxxxx, free of all costs whatsoever
(including without limitation, taxes, duties, shipping and/or handling fees) (a)
fifty (50) copies each of TDA's "Xxxx Xxxxxxxxx Golf" game for Sony Play Station
or X Box and for PC-CD promptly after TDA's release thereof and (b) fifty (50)
copies of any other TDA products selected by Xxxxxxxxx.
4.2 Compensation Rights and Service. TDA agrees to pay Xxxxxxxxx, as a
consideration for the Rights and Services:
1) 250,000 Restricted common shares of TDA,
a. As of the date of this agreement, Company has sold stock at
$2.50/share.
b. Par Value is $.0001 per share
2) 33% royalty of net TDA net sales price,
a. Handheld products 33% or $1 per subscription whichever is
greater
3) Option to convert annual royalties to TDA common stock at a $10 of
stock for every $1 of Royalty converted
a. TDA stock conversion price based on the previous six month
average daily price.
b. Option is limited to 250,000 SHARES of TDA common stock and if
the option is exercised, it must be exercised when the
agreement is in effect.
c. WARRANT TO PURCHASE 500,000 SHARES OF TDA COMMON STOCK AT $1
PER SHARE. THIS WARRANT HAS REGISTRATION RIGHTS.
d. This one-time option would cease all future royalties.
All payments due under this Agreement shall be made in the form of a check drawn
to the order of "Xxxx Xxxxxxxxx" and delivered to Xxxxxxxxx'x agent at the
following address: Xxxxxxx Sports Management, 00000 X. Xxxxxxxx Xxxx., Xxxxx
000, Xxxxxxxxxx, Xxxxxxx 00000, Attn: Xxxxx Xxx. Payments shall be made 15 days
from the end of each quarter. Xxxxxxxxx'x net payment after any such charges or
deductions shall equal the amount set forth above. Past due payments hereunder
shall bear interest at the rate of (i) one and one-half percent (1-1/2%) per
month, or (ii) the maximum interest rate permissible under law, whichever is
less.
4.3 Expenses. First-class round-trip air transportation, hotel room meal
expenses, local limousine service and miscellaneous expenses (e.g., telephone
and overnight courier charges) incurred by Xxxxxxxxx and a guest designated by
Xxxxxxxxx will be paid by TDA or reimbursed by TDA to Xxxxxxxxx where necessary
in the performance of Xxxxxxxxx'x Services under this Agreement provided,
however, that such expenses are required and reasonable for a celebrity of
Xxxxxxxxx'x stature.
This Section Amended: December 10, 2004
/s/ PM
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/s/ RSL
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/s/ JW
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