WHEREVER CONFIDENTIAL INFORMATION IS OMITTED HEREIN (SUCH OMISSIONS ARE DENOTED
BY AN ASTERISK), SUCH CONFIDENTIAL INFORMATION HAS BEEN SUBMITTED SEPARATELY TO
THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL
TREATMENT
ADDENDUM 3 to AGREEMENT
June 9, 1999
Mr. Xxxxxx Xxxxx
President
Xxxxx Systems, Inc.
000 Xxxx Xxxxx Xxxx
Xxxxx Xxxxx, XX 00000
Dear Xxxxxx,
This Addendum 3 to Agreement ("Addendum") confirms our recent discussions
amending the Applications Productivity Strategies Development and Service
Agreement ( the "Original Agreement" ) among META Group, Inc. ( "META" ), Xxxxxx
Xxxxx ("Xxxxxx") and Xxxxx Systems, Inc. ("RSI"), dated October 11, 1996, as
amended by Addendum #1 dated October 25, 1997, Addendum #2 dated June 18,1998
(the Original Agreement, as amended, is hereinafter the "Agreement") concerning
distribution of the annual RSI Worldwide Benchmark Report. The parties hereby
agree to amend the Agreement as follows:
1. META will continue to produce, market, sell, and fulfill any RSI reports
("Works") Xxxxxx or RSI present to META, so long as META determines in its
reasonable discretion they would be appropriate for distribution through
META's channels. META reserves the right to make editorial changes subject
to RSI's reasonable approval, and RSI agrees to obtain all copyright
clearances META deems necessary or desirable, all at RSI's expense.
2. META will be responsible for developing product specific marketing
campaigns and producing the necessary sales collateral. RSI will develop
the sales value proposition, and review sales scripts and collateral for
the Works as needed.
3. META will pay RSI * * on all revenues received from sales of Works,
regardless of format/media used by META to fulfill orders. Revenue from
Works for purposes of international sales shall mean the net amount
received by META from its international distributors.
4. META will pay RSI * * on any "derivative" works published by META that
contain RSI data in any form, with analysis performed by META, and which
are sold as a discrete product offering.
5. RSI Royalty Share as defined in paragraph 7 of the Original Agreement, on
META's Performance Engineering Measurement Strategies (PEMS, f/k/a APS)
service subscriptions, shall hereinafter be modified as follows* * * *.
2
6. Royalty Share for the international PEMS service shall be based on *
*.
7. On PEMS services sold without an RSI benchmark RSI would receive a Royalty
Share equal to * *.
8. The above modifications will become effective on all PEMS and Works
bookings after July 1, 1999, and Amendment #2 dated June 18, 1998 is hereby
superceded in it's entirety.
9. * * * *
*.
10. Except as expressly modified by this Addendum, the Agreement shall continue
to govern the respective rights and obligations of the parties hereto.
If the above meets with your understanding please sign one copy of this letter
below.
META GROUP, INC. XXXXX SYSTEMS, INC.
By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxx Xxxxx
------------------------- -----------------------
Xxxxxxx X. Xxxxxxx Xxxxxx Xxxxx, President
Chief Financial Officer
date: 6/14/99
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/s/ Xxxxxx Xxxxx
--------------------------
Xxxxxx Xxxxx, Individually
