THIRD AMENDMENT TO
EXHIBITION TOUR AGREEMENT
THIS AMENDMENT TO EXHIBITION TOUR AGREEMENT ("Agreement") is entered into
this 7th day of March, 2002, by and between RMS TITANIC, INC., a Florida
corporation ("RMST") and SFX FAMILY ENTERTAINMENT, INC., a Delaware corporation
and successor in interest to MAGICWORKS ENTERTAINMENT, INC. ("SFXFE").
RECITALS
A. RMST and SFXFE have previously entered into that Agreement dated March 31,
1999;
B. RMST and SFXFE amended that Agreement on September 18, 2000 ("First
Amendment");
C. RMST and SFXFE amended that Agreement on May 7, 2001 ("Second Amendment");
and,
D. RMST and SFXFE desire to amend certain provisions contained in the
Agreement, First Amendment and Second Amendment ("Third Amendment") as more
fully set forth herein.
THIRD AMENDMENT
NOW, THEREFORE, for and in consideration of the mutual covenants and
agreements contained herein and other good and valuable consideration, the
receipt and sufficiency of which is hereby mutually acknowledged, the parties
hereto do hereby agree as follows:
1. Defined Terms. Each capitalized term used in this Third Amendment which
is not defined herein will have the meaning assigned thereto pursuant to the
provisions of the Agreement, First Amendment and Second Amendment.
2. Modification to Financial Provisions. The provisions in the Agreement,
First Amendment and Second Amendment relating to the financial obligations of
SFXFE to RMST are hereby amended as follows:
(a) Division and Payment of Revenues. Upon execution of this Third
Amendment, new Section 6.8 shall be added and shall read as follows:
With regard to the Exhibition to be held at the Museum of
Science and Industry in Chicago, Illinois during the period of
July 1, 2002 through January 3, 2003 ("Chicago Exhibition"),
SFXFE agrees to pay an advance equal to Two Hundred Fifty
Thousand Dollars ($250,000) ("Advance") to RMST upon execution
of this Third Amendment. In the event that Revenues earned
during the 2002 year from all Exhibits equal or exceed
Fourteen Million Four Hundred Ten Thousand Dollars
($14,410,000), SFXFE shall pay to RMST twenty-five percent
(25%) of the Revenues earned by the Chicago Exhibition.
However, if Revenues earned during the 2002 year from all
Exhibits is less than Fourteen Million Four Hundred Ten
Thousand Dollars ($14,410,000), SFXFE shall pay to RMST twenty
percent (20%) of the Revenues earned by the Chicago
Exhibition. The Advance shall be recouped from first dollars
otherwise distributed by SFXFE to RMST.
3. Modification to Provisions Relating to the Term. The provisions in the
Agreement, First Amendment and Second Amendment relating to the term of the
Agreement, First Amendment and Second Amendment are hereby amended as follows:
(a) Time Periods Covered by the Extension Period. The text of Section 12.1 of
the Agreement, Section 3 of the First Amendment and Section 3 of the Second
Amendment are hereby deleted in their entirety and replaced with the
following:
Begin Date End Date
Extension Period November 30, 2001 January 5, 2003
(b) Notwithstanding Section 2(a) hereof, the following Exhibitions will close
on the dates as note:
Close Date
Phoenix, Arizona Exhibition May 2002
Cleveland, Ohio Exhibition September 0000
Xxxxxxxx, Xxxxxxxx Exhibition January 0000
Xxxxxxx, Xxxxx Exhibition January 0000
Xxxxxxx, Xxxxxxxx Exhibition January 2003
(c) Any further modifications to the Extension Period shall be mutually
agreed to by the parties in writing.
(d) All other terms and provisions of the Agreement, First Amendment and
Second Amendment shall apply with respect to the Extension Period. The parties
hereby expressly agree and acknowledge that, to the extent not modified by this
Third Amendment, the Agreement, First Amendment and Second Amendment will remain
in full force and effect throughout the Extension Period.
4. Ratification. Except as expressly amended hereby, the Agreement, First
Amendment and Second Amendment are ratified, confirmed and carried forward in
all respects by the parties hereto.
EXECUTED as of the date first set forth above:
RMS TITANIC, INC.
By: _____________________________
Name: ___________________________
Title: ____________________________
SFX FAMILY ENTERTAINMENT, INC.
By: _____________________________
Name: ___________________________
Title: ____________________________
