[Letterhead of MTV Music Television]
May 26, 1998
Active Apparel Group, Inc.
0000 Xxxxxxxx, Xxxxx 0000
Xxx Xxxx, XX 00000
Attn: Xxxxxx X. Xxxxxxx, Esq.
Reference is made to the agreement dated March 28, 1996, and as amended as of
October 21, 1997, with respect to "MTV's THE GRIND" (the "LICENSED PROPERTY")
between MTV Networks, a division of Viacom International Inc., ("MTVN") and
Active Apparel Group, Inc. ("LICENSE") (the "AGREEMENT"). Capitalized terms used
without definition herein shall have the respective definitions set forth in the
Agreement.
Effective as of the date hereof, MTVN and Licensee hereby agree that the Basic
Provisions of the Agreement shall be amended as follows:
1) With respect to the LICENSE TERM of the Agreement, the Agreement shall be
extended until June 30, 1999. The LICENSE TERM shall be deleted and replaced by
the following:
April 30, 1996 through June 30, 1999
3) With respect to GUARANTEED MINIMUM ROYALTY, the installment due on January 1,
1999, shall be deleted and the GUARANTEED MINIMUM ROYALTY shall be reduced to
the sum of US$183,750.00. The GUARANTEED MINIMUM ROYALTY payment schedule shall
be deleted and replaced by the following:
The Guaranteed Minimum Royalty for the License Term
is US$183,750.00 and shall be payable as follows:
$37,500.00 upon Licensee's execution hereof
("Advance"),
$16,250.00 on or before October 1, 1996,
$16,250.00 on or before January 1, 1997,
$16,250.00 on or before April 1, 1997,
$16,250.00 on or before July 1, 1997,
$16,250.00 on or before October 1, 1997,
$48,750.00 on or before October 1, 1998, and
$16,250.00 on or before December 15, 1998.
Except as otherwise herein amended, the Agreement is hereby ratified and
confirmed in all respects.
Please indicate your acceptance of the foregoing by signing in the space
provided below.
Very truly yours,
MTV NETWORKS, A DIVISION OF
VIACOM INTERNATIONAL INC.
By: /s/ Illegible
----------------------------------------
Title: Vice President
ACCEPTED AND AGREED TO
ACTIVE APPAREL GROUP, INC.
By: /s/ Xxxxxx X. Xxxxxxx
--------------------------
Title:President/CEO
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