AMENDMENT TO FINANCING AGREEMENT
EXHIBIT
10.2
AMENDMENT TO FINANCING
AGREEMENT
This
Amendment to Financing Agreement (the "Amendment")
is made effective as of October 31, 2006, by and between Xxxxx
Productions, Inc. ("XXXXX"),
and Red Rock Productions, Inc., a Nevada corporation ("RRP"),
with reference to the following facts:
"WHEREAS,
XXXXX and RRP have entered into that certain Financing Agreement dated as of
October 31, 2006, (the "Agreement")
") regarding financing arrangements for a theatrical motion pictures
("Picture").
Except as otherwise set forth herein, all defined terms shall have the
meanings given to them in the Agreement.
WHEREAS,
XXXXX and RRP desire to amend the Agreement in accordance with the terms and
conditions more fully set forth in this Amendment.
NOW
THEREFORE, for good and valuable consideration, the parties hereby agree to
amend the Agreement in accordance with the following terms and
conditions:
1. Section
2 Recoupment of Investment will be deleted in its entirety and the following
paragraph
will be added in its place:
2.
Recoupment of Investment: RRP will be entitled to recoup its investment plus
interest at ten percent (10%) with interest accruing on the average daily
balance from the date of the loan is provided to XXXXX. XXXXX will make payments
to RRP as the funds are collected based on the following:
a. First,
XXXXX will pay to National Lampoon, Inc. ("NL") a distribution
fee equal to Twenty percent (20%); and
b. Next,
NL will receive recoupment of all P&A expenses incurred in connection
with the distribution of the Picture.
The
remaining gross receipts shall be split 50/50 between XXXXX and RRP until such
as times as RRP has recouped its investment in its entirety. XXXXX acknowledges
that the loan must be repaid to RRP in its entirety on January 31,
2012.
2. Full Force and Effect /
Conflicts: Except as specifically provided herein, all other terms
and
conditions of the Agreement shall remain in full force and effect. In the event
of any conflict
between this Amendment and the Agreement, this Amendment shall
govern.
IN
WITNESS WHEREOF, the parties hereto have executed this Amendment as of the day
and year first above written. The parties hereto by their signature acknowledge
that the terms and conditions hereof form a valid, binding and integrated
agreement which may not be amended, modified or supplemented except in
writing.
'XXXXX"
XXXXX
PRODUCTIONS INC.
|
"RRP"
RED ROCK PRODUCTIONS,
INC
|
|
/s/ Xxxxxx X. Xxxxxx | /s/ Xxxx Xxxxx | |
By: XXXXXX X. XXXXXX | By: XXXX XXXXX | |
Its: Authorized Signatory | Its: Authorized Signatory | |
Date: 10/30/08 | Date: 10/30/08 |