MASTER ALLIANCE AGREEMENT ADDENDUM 2
ADDENDUM
2
Between
the undersigned
Audible
Inc.,
a
Delaware corporation having offices at 00 Xxxxxxxxxxx Xxxxxxxxx, Xxxxx,
Xxx Xxxxxx 00000, represented by
Hereinafter
'Audible" And
France
Loisirs,
a
french stock corporation with a capital of 3.724.000 E. registered under
number 702 019 902 RCS Paris, having offices at 000 xxxxxxxxx xx Xxxxxxxx
—75
015
Paris, represented by XXxx XXXXX, Chairman,
Hereinafter
"France Loisirs" And
Audio
Direct,
french
stock corporation with a capital of 100.000 E, registered under number
453 464 927 RCS Paris, having offices at 000 xxxxxxxxx xx Xxxxxxxx
-
00000
Xxxxx, represented by Xxx XXXXX, Chairman,
Hereinafter
"Audio Direct"
Preamble
According
to a Master Alliance Agreement between Audible, France Loisirs and Audio
Direct, Audible grants to France Loisirs the exclusive right and licence to
conduct
and operate the Audible Service, to offer and sell licenses to end users to
download
digital audio books and audio spoken word content in French.
This
agreement commences on September 15'h
2004 and
continues for a period of 24
months.
By
letter
dated June the 22n(1
2006,
and
as per article 7.1, Audio Direct informed Audible
about its discussions with a major French publishing house to form a joint
company
in order to develop Audible contents and a desire to simplify the financial
terms
of
the renewed Master Alliance Agreement.
According
to an Addendum n°1 to the Master Alliance Agreement, the parties agree
to
a
first renewal period from September the 15th
to
December the 31s4
2006 and
undertake
to negotiate a second renewal until November the 30th
2006. If
not the Master
Alliance Agreement will terminate on December the 315I
2006.
The
parties agree to a second renewal of the Master Alliance
Agreement.
|
Therefore
it has
been agreed
and decided as follows:
|
Article
1
—
The
parties agree to a second renewal period of the Master Alliance Agreement from
November
the 30th
2006 to
March the 31st
2007.
During
this period of time of the second renewal period, all the terms and conditions
of
the
Master Alliance Agreement remain in effect, except the 180 day notice
provision
in Article 7.2.
If
the
Master Alliance Agreement is not renewed, either by the election of France
Loisirs
as provided in Article 7 or by the agreement of the parties, by March 31, 2007,
then
the
Term of the Master Alliance Agreement will end in accordance with Article 7
thereof
on April 30, 2007.
Article
2
—
This
addendum effective date is November the 30`h
2006.
The
parties agree that other terms and conditions of the Master Alliance Agreement
not
modified hereunder remain in effect.
Audible
Inc France
Loisirs
By
/s/Xxxxxx X. Xxxx By
/s/
Xx. XXxx
XXXXX
Title
CEO Title
President
Date
Nov.
21, 2006 Date
21.11.06
Audio
Direct s.a.s.
By
/s/
Xx. Xxx XXXXX
Title
President
Date
21.11.2006
