EXHIBIT 10.08
September 17, 2003
Xx. Xxxxxx X. Xxxxxxxx
DYNAMIC INTERNATIONAL, INC.,
D/B/A DYNAMIC CLASSICS
00 Xxxxxx Xxxxxx
Xxxxxxxx, XX 00000
LETTER AMENDMENT (REF. #111804*F) (AMENDMENT "F") TO THE LICENSE
AGREEMENT EFFECTIVE JANUARY 01, 1993 BETWEEN DAIMLERCHRYSLER COPRORATION AND
DYNAMIC INTERNATIONAL, INC., D/B/A DYNAMIC CLASSICS COVERING "JEEP" AND
`CHRYSLER' (REF. #111804) (AGREEMENT)
Dear Xx. Xxxxxxxx:
The following, when signed by you and counter-executed by DaimlerChrysler
Corporation (hereinafter "DC"), shall constitute an Amendment to the
above-referenced Agreement as follows:
SUMMARY SHEET - PARAGRAPH 1. -LICENSED PROPERTIES:
The Licensed Property is herby amended to include the Xxxx PT Cruiser
and Trade Dress associated with the Product.
SUMMARY SHEET - PARAGRAPH 2. - LICENSED ARTICLES:
The Licensed Articles is hereby amended to include on a non-exclusive
basis, Xxxx identified PT Cruiser travel gear limited to backpacks,
duffel bags, luggage and audio cases, with an estimated wholesale price
point of $3.00 to $50.00.
SUMMARY SHEET - PARAGRAPH 4. - TERM:
The Term for the PT Cruiser Licensed Articles added under this
Agreement shall be for a period of two (2) years and seven (7) months,
commencing June 01, 2003 and is scheduled to expire on December 31,
2005.
Licensee acknowledges that the Fifth Renewal Term of the Agreement is
for three (3) years, commencing January 1, 2003 and is scheduled to
expire on December 31, 2005.
SUMMARY SHEET - PARAGRAPH 6. - ROYALTY RATE:
The following Royalty Rate will apply to the Xxxx identified Chrysler PT Cruiser
Licensed Articles:
6% of Gross Sales
1% of Total Sales shall be reported and paid quarterly to be used for the
Licensing Institutional Advertising Campaign and may not be cross-collateralized
against Guarantees which have already been paid or become due under the
Agreement.
All sales for Xxxx identified Chrysler PT Cruiser Licensed Articles will be
reported separately from the Jeep Licensed Articles and such sales may not be
credited toward Jeep minimum guarantees, advance payments or minimum net sales.
SUMMARY SHEET - PARAGRAPH 7. - MINIMUM GUARANTEE:
In consideration of the additional rights granted hereunder, Licensee agrees to
pay DC a Minimum Guarantee payment in the amount of $5,000.00 due and payable as
follows:
Due Upon Signing $5,000.00 Advance/Guarantee
Licensee further agrees that the royalty payment referenced herein shall be in
addition to any other advances due under the terms of the Agreement; and that
such payment may not be cross-credited against advances which have already been
paid or become due; and that payments may only be credited against sales of the
Xxxx identified PT Cruiser Licensed Articles to which such payments apply.
Licensee's payment of one percent (1%) of Total Sales to be applied to a
Licensing Institutional Advertising Campaign and may not be credited toward the
Minimum Guarantee due herein.
MINIMUM NET SALES:
Licensee agrees to achieve Minimum Net Sales for the additional PT Cruiser
Licensed Articles granted hereunder in the amount of $400,000.00:
$200,000.00 June 01, 2003 - December 31, 2004
$200,000.00 January 01, 2005 - December 31, 2005
SUMMARY SHEET - PARAGRAPH 14. - DISTRIBUTION
Licensee agrees to commence the bona fide distribution of the Xxxx-identified PT
Cruiser Licensed Articles herein by no later than March 1, 2004
The following Channels of Distribution shall apply to the PT Cruiser Licensed
Articles:
Grocery Stores, Mass Market Retailers, Department Stores, Catalogs, and Clubs
SUMMARY SHEET - PARAGRAPH 17. - ADDITIONAL TERMS:
Licensee must design and develop a Collection of Product annually and produce
Full Color Sales brochures no less than once per year.
During the Term of this Agreement, should DC receive any bona fide proposal from
another party seeking a license to use the PT Cruiser Xxxx on the Licensed
Articles, subject to Licensee being in full compliance with this Agreement, DC
shall give Licensee fifteen (15) business days to negotiate terms for the
conversion of the rights granted hereunder to exclusive, and fifteen (15)
business days from receipt of a written document from DC to execute such
Agreement. DC agrees to negotiate the terms of conversion to exclusive in good
faith but DC shall, in its discretion, determine whether to accept Licensees
proposal or enter into an Agreement with a third party.
Except as specifically modified herein, all other terms and conditions of the
Agreement shall remain in full force and effect.
Assuming the preceding statements accurately reflect your understanding, please
sign the original and all copies of this Amendment in the space provided, and
return them to me, along with your advance check in the amount of $5,000.00 made
payable to XXXXXXX XXXXX GROUP, INC. We will then have the Amendment executed
and return a fully-executed copy to you for your files. Of course, no binding
modification exists until one fully-executed copy of the Amendment has been
returned to you.
If you have any questions, feel free to contact Xxxxx Xxxxxx.
Sincerely yours,
Glory Ekpe
Director, Contracts
AGREED TO AND ACCEPTED BY:
DAIMLERCHRYSLER CORPORATION DYNAMIC INTERNATIONAL, INC.,
D/B/A DYNAMIC CLASSICS
By: /s/ Xxxxx X. Xxxxx By: /s/ Xxxxxx X. Xxxxxxxx
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Xxxxx X. Xxxxx Xxxxxx X. Xxxxxxxx
Title: Sr. Staff Attorney-Trademarks Title: President
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Date: October 2, 2003 Date: September 22, 2003
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