[Letterhead of xXXxX*s Inc.]
June 29, 1998
American Retail Enterprises, L.P.
0000 Xxxxx Xxxxxx
Xxxxxxx, Xxx Xxxx 00000
Attention: Xx Xxxxxxx Xxxxxx
Re: Amendment No. 1
Ladies and Gentlemen:
We refer you to that certain Asset Purchase Agreement dated June 1, 1998 (the
"Agreement") among Screeem! Inc., a Delaware corporation, xXXxX*s Inc., a
Delaware corporation, American Retail Enterprises, L.P., a New York limited
partnership, Retail Apparel Service Corp., a New York corporation, Landmark
Pants Corp., a New York corporation, and the entities listed on Annex I to the
Agreement. Capitalized terms used but not otherwise defined herein have the
meanings ascribed to them in the Agreement.
We write to you in your capacity as Companies' Agent pursuant to Section 15.14
of the Agreement.
This is to confirm that we have agreed to amend the Agreement to change the
references to "June 30, 1998" in Sections 7.4 and 14.1(c) to be references to
"July 17, 1998".
This is also to advise you that, in accordance with the Agreement, we have
assigned the right to acquire the Intellectual Property, and delegated related
obligations, to xXXxX*s Properties Inc., a Delaware corporation and an Affiliate
of Parent, and that Parent remains liable under the Agreement. The relevant
documents to be executed and delivered under Sections 9.8 and 10.10 of the
Agreement should be conformed to this.
Please confirm your agreement to the change and your acknowledgment of the
assignment by signing and returning to us a copy of this letter.
Very truly yours,
xXXxX*s INC.
By: ___________________________________
Xxxx Xxxxxxx, Senior Vice President
SCREEEM! INC.
By: ___________________________________
Xxxx Xxxxxxx, Senior Vice President
AGREED AND ACKNOWLEDGED:
AMERICAN RETAIL ENTERPRISES, L.P.
As Companies' Agent
By: LANDMARK PANTS CORP.
General Partner
By: ______________________________
Xxxxxxx Xxxxxx, Vice President
By: ______________________________
Xxxx Xxxxxxxx, Vice President
By: THE PANTS SET, INC.
General Partner
By: ______________________________
Xxxxxxx Xxxxxx, President
By: _______________________________
Xxxx Xxxxxxxx, Vice President
