CONFIDENTIAL TREATMENT
Exhibit 10.34
Umbrella Agreement
CONFIDENTIAL TREATMENT
UMBRELLA AGREEMENT
BETWEEN
ISLAND PACIFIC SYSTEMS CORPORATION
AND
TOYS `R' US, INC.
The intent of this agreement is to set forth certain items
that have been agreed to in connection with the "License Agreement for Software
Products" including the Attachments A and exhibits thereto, the "Services
Agreement", and the "Modification Agreement", each being executed by the parties
on the date of this Agreement.
Island Pacific Systems Corporation is hereafter called "Island
Pacific" and Toys "R" Us, Inc. is hereafter called "Customer". Island Pacific
agrees to provide and Customer agrees to license the software products as define
in the "License Agreement for Software Products", subject to the following
conditions:
SCHEDULE FOR ENHANCEMENTS: Island Pacific will use its best efforts to
meet the following schedule for the initial enhancements (as described
in Appendix A hereto) to the Software Products being licensed to
Customer, as provided in the Modification Agreement:
SCHEDULE:
------------------------------------- ---------------------------------- ----------------------------------
DESIGN SPECIFICATIONS COMPLETION CODE BUILD COMPLETION
------------------------------------- ---------------------------------- ----------------------------------
Phase 1 [***] [***]
------------------------------------- ---------------------------------- ----------------------------------
Phase 2 [***] [***]
------------------------------------- ---------------------------------- ----------------------------------
Anytime modifications No later than [***] [***]
------------------------------------- ---------------------------------- ----------------------------------
Later Modifications To be Determined To be Determined
------------------------------------- ---------------------------------- ----------------------------------
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date set forth below:
Date:_____________________
TOYS "R" US, INC.
BY: ________________________________________
BRUNO ROQUEPLO, SENIOR VICE PRESIDENT OF
FINANCE AND ADMINISTRATION (CFO)
ISLAND PACIFIC SYSTEMS CORPORATION
BY: ________________________________________
XXXX XXXXXXX, CHIEF FINANCIAL OFFICER
[***] = Confidential Treatment Requested
CONFIDENTIAL TREATMENT
APPENDIX A
General Description of components that make up the Initial Enhancements
(Phase 1, 2, Anytime) to the Island Pacific Software Products
