LETTER OF AMENDMENT OF CONTRACT BETWEEN WAAT MEDIA CORPORATION (“CONTENT PROVIDER”) AND VODAFONE UK CONTENT SERVICES LIMITED (“VCS”)
___
August 2007
Xxx
XxXxxxx
Waat
Media Corporation
00000
Xxxxxxx Xxxxxxxxx, 0xx Floor
Xxxxxxx
Oaks, CA 91423
United
States of America
LETTER
OF AMENDMENT OF CONTRACT BETWEEN WAAT MEDIA CORPORATION (“CONTENT PROVIDER”) AND
VODAFONE UK CONTENT SERVICES LIMITED (“VCS”)
Dear
Xxx,
The
Content Provider and Vodafone Group Services Limited entered into a Master
Global Content Reseller Agreement dated 17 December 2004 (“Original
Agreement”)
and a
content schedule dated 17 January 2005 (“Content
Schedule”).
To
implement the Original Agreement and the Content Schedule in the UK, VCS signed
a Contract Acceptance Notice on 11 April 2005 (the Original Agreement, Content
Schedule and Contract Acceptance Notice, as amended by the letters of amendment
dated 25 February 2007 and 27 February 2007 shall together be referred to as
the
“Contract”).
On
25
February 2006 VCS entered into an agreement with the Content Provider which
provides that the Content Provider shall supply certain services to VCS (as
amended by letters of amendment on 25 February 2007 and 27 February 2007, the
“Linking
Agreement”).
VCS
and the Content Provider have now agreed to amend the Contract and Linking
Agreement in respect of the UK only as set out below:
| 1 |
Effective
1 August 2007:
|
| 1.1 |
With
respect to the Contract, Content Provider shall receive [INFORMATION
OMITTED AND FILED SEPARATELY WITH THE COMMISSION UNDER RULE 24B-2]%
of the
Net Revenue, less all Deductions in respect of distribution of the
Content.
|
| 1.2 |
With
respect to the Linking Agreement, Content Provider shall receive
[INFORMATION OMITTED AND FILED SEPARATELY WITH THE COMMISSION UNDER
RULE
24B-2]% of Net Partnership Revenue.
|
| 2 |
Content
Provider shall remain responsible for ensuring that the Code of Practice
(as defined in the Linking Agreement) and Guidelines (as defined
in the
Linking Agreement) are adhered to and also the relevant content standards
are maintained in their current format and shall ensure that the
content
of any third parties meets the same
standards.
|
| 3 |
Save
as varied by this letter of amendment, the Contract and Linking Agreement
shall continue in full force and effect and in the event of any conflict
between its terms and this letter of amendment, the terms of this
letter
of amendment shall prevail.
|
Vodafone
UK Content Services Limited
Vodafone
Content Services
Vodafone
House, The Connection, Newbury, Berkshire RG14 2FN, England
Telephone:
x00 (0)0000 00000, Facsimile: x00 (0)0000 000000
Registered
Office: Vodafone House, The Connection, Newbury, Berkshire RG14 2FN, England.
Registered in England No. 4064826
For
the
avoidance of doubt and unless otherwise provided in this letter of amendment,
the capitalised terms in this letter of amendment shall have the same meaning
as
provided in the Contract and Linking Agreement, as applicable.
Please
confirm your agreement to this letter of amendment by signing and returning
the
enclosed copy.
Yours
sincerely
|
/s/
Xxxx Xxxxxxx
Xxxx
Xxxxxxx
|
|||
|
Head
of Commercial Partnerships
E-mail:
xxxx.xxxxxxx@xxxxxxxx.xxx
|
We
hereby
agree to the contents of this letter of amendment.
 |
|||
|
Waat
Media Corporation
|
Dated:
Vodafone
UK Content Services Limited
Vodafone
House, The Connection, Newbury, Berkshire RG14 2FN, England
Telephone:
x00 (0)0000 00000, Facsimile: x00 (0)0000 000000
Registered
Office: Vodafone House, The Connection, Newbury, Berkshire RG14 2FN, England.
Registered
in England No. 4064826
*WE
HAVE REQUESTED CONFIDENTIAL TREATMENT OF CERTAIN PROVISIONS CONTAINED IN
THIS
EXHIBIT. THE COPY FILED AS AN EXHIBIT OMITS THE INFORMATION SUBJECT TO THE
CONFIDENTIALITY REQUEST.*
2
