Exhibit 10.37
FOURTH AMENDMENT
THIS FOURTH AMENDMENT, made as of this 22nd day of January, 1997 by and
between CONVERSE INC., a corporation organized and existing under the laws of
the State of Delaware, having its principal place of business at Xxx Xxxxxxx
Xxxx, Xxxxx Xxxxxxx, Xxxxxxxxxxxxx 00000 (hereinafter called "Converse" or
"Licensor");
AND
ACTIVE APPAREL GROUP, INC., a corporation organized and existing under the laws
of the State of New York, having its principal place of business at 0000
Xxxxxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000 (hereinafter called "Licensee").
WITNESSETH
WHEREAS, the Licensor and the Licensee entered into a Trademark License
Agreement dated May 20, 1994, as amended on October 3, 1995 and June 1, 1996 and
January 7, 1997, with respect to the license of certain of the Licensor's
trademarks in the United States (the "Agreement"); and
WHEREAS, Converse and Licensee desire to further amend the Agreement.
NOW THEREFORE, the parties agree as follows:
1. Paragraph 6.2 shall be revised to read as follows:
"6.2 In the event that Licensee sells $5,000,000.00 of Finished
Articles in Account Year 3, this Agreement shall be automatically renewed for an
additional two (2) years. The Guaranteed Minimum License Fee for each of the
Accounting Years in such renewal period shall be the greater of (i) seventy-five
percent (75%) of the actual royalties payable for the prior Contract Year in
accordance with Article 5.1 hereof or (ii) an amount equal to the
Guaranteed Minimum License Fee for the prior Contract Year plus ten percent
(10%) of such Guaranteed Minimum License Fee."
2. As amended hereby, the Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the parties have executed this Fourth Amendment as
of the date first above written.
/S/ [ILLEGIBLE] By /S/ [ILLEGIBLE]
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WITNESS: ACTIVE APPAREL GROUP, INC.
/S/ XXXX XXXXXX By /S/ XXXXXX XXXXXXXX, PRESIDENT
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