Contract
Exhibit 10.2
860 Xxx xx xx Xxx, Xxxxx X-0 Xxxxxxx Xxxxxxxxx, Xxxxxxxxxx XXX 00000 | ||
T 000 000 0000 F 000 000 0000 xxxxxxxxxxxx@xxxxxx.xxx |
January 21, 2011
VIA EMAIL
Xxx Xxxxx, Esq.
Senior Vice President, Business & Legal Affairs
Warner Music Group
00 Xxxxxxxxxxx Xxxxx
Xxx Xxxx, XX 00000
Re: | Second Letter Amendment to: |
(i) US/Canada Manufacturing and PP&S Agreement dated as of July 1, 2010, as amended (the “US Agreement”), between (a) Warner-Electra-Atlantic Corporation (“WEA”), on the one hand and (b) Cinram International Inc. (“CII”), Cinram Manufacturing LLC and Cinram Distribution LLC, on the other hand; and
(ii) International Manufacturing and PP&S Agreement dated as of July 1, 2010, as amended (the “International Agreement”), between (a) WEA International Inc. (“WMI”), on the one hand and (b) CII, Cinram GmbH and Cinram Operations UK Limited
Dear Ari:
This letter (the “Second Letter Amendment”) memorializes our understanding and agreement regarding the further extension of the covenant regarding the refinance of the “Long-Term Debt” under the US Agreement and the International Agreement as follows:
1. Section 5(b)(vi) of the US Agreement is hereby amended to replace the January 21, 2011 date therein with January 26, 2011 in each place such dates appears; and
2. Section 3(b)(vi) of the International Agreement is hereby amended to replace the January 21, 2011 date therein with January 26, 2011 in each place such date appears.
Please sign this Second Letter Amendment in the spaces provided below to indicate your agreement with the above and return to me at your earliest opportunity. When signed by WEA, WMI and CII, this Second Letter Amendment shall constitute an amendment to each of the US Agreement and the International Agreement. CII agrees to obtain the consent to the foregoing amendment by its subsidiaries that are party to the US Agreement and the International Agreement, to the extent required to cause such amendment to be effective with respect to such subsidiary.
Xx. Xxx Xxxxx
January 21, 2011
Page 2
Except as herein amended, the US Agreement and the International Agreement shall remain in full force and effect, without modification.
Very truly yours, |
/s/ Xxxxxx X. Xxxxxx |
Xxxxxx X. Xxxxxx |
Senior V.P. and General Counsel |
ACCEPTED AND AGREED TO: |
WARNER-ELEKTRA-ATLANTIC CORPORATION | CINRAM INTERNATIONAL INC. | |||||||
By: | /s/ Xxx Xxxxx | By: | /s/ Xxxxxx X. Xxxxxx | |||||
Name: | Xxx Xxxxx | Name: | Xxxxxx X. Xxxxxx | |||||
Title: | SVP, Bus. & Legal Affairs | Title: | Senior V.P. and General Counsel |
WEA INTERNATIONAL INC. | ||
By: | /s/ Xxxx Xxxxxxxx | |
Name: | Xxxx Xxxxxxxx | |
Title: | VP |