Exhibit 10.10
AGREEMENT
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THIS AGREEMENT is made and entered into on May 14, 1999, by and between THE
SPORTS AUTHORITY, INC., a Delaware corporation ("TSA"), and GLOBAL SPORTS, INC.,
a Delaware corporation ("Global").
WHEREAS, Global desires that TSA enter into a certain E-Commerce Venture
Agreement (the "Venture Agreement") of even date with Global Sports Interactive,
Inc., a Pennsylvania corporation and wholly owned subsidiary of Global ("GSI")
regarding the formation and operation of XxxXxxxxxXxxxxxxxx.xxx, Inc., to be a
Delaware corporation ("XXX.xxx"); and
WHEREAS, GSI desires to enter into a certain E-Commerce Services Agreement,
referred to in the JV Agreement, to be between GSI and XXX.xxx (the "Services
Agreement"); and
WHEREAS, TSA is willing to enter into the Venture Agreement only if Global
Agrees to be bound by certain provisions of the Venture Agreement and the
Services Agreement as if it were a party thereto;
NOW, THEREFORE, in consideration of the premises and the mutual agreements
set forth herein, the parties hereto do hereby agree as follows:
1. JV Agreement. For the benefit of TSA, Global hereby agrees to be bound
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by and subject to all of the provisions of Sections 3.4, 3.7, 10.1 and 11.2, the
last sentence of Section 2.21 and the last sentence of Section 6 of the Venture
Agreement as if it were GSI and a party thereto.
2. Services Agreement. For the benefit of XXX.xxx, Global hereby agrees
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to be bound by and subject to all of the provisions of Articles III, IV and VII
of the Services Agreement as if it were GSI and a party thereto.
3. License Agreement. For the benefit of TSA, Global hereby agrees to be
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bound by and subject to the provisions of Article IV and Article 5.6(c) of the
License Agreement as if it were GSI and a party thereto.
4. Choice of Law. This Agreement shall be construed, interpreted and
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enforced under and in accordance with the laws of the State of Delaware.
5. Counterparts. This Agreement may be executed in counterparts and both
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such counterparts taken together shall be deemed to constitute the same
instrument.
IN WITNESS WHEREOF, the parties have caused their duly authorized
representatives to enter into this Agreement with intent to be legally bound
hereby, the date and year first above written.
THE SPORTS AUTHORITY, INC.
By /s/ Xxxxxx X. Xxxxxx
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Name:
Title:
GLOBAL SPORTS, INC.
By /s/ Xxxxxxx X. Xxxxx
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Name:
Title:
