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EXHIBIT 7
February 7, 2000
General Atlantic Partners 48, L.P.
General Atlantic Partners 50, L.P.
GAP Coinvestment Partners, L.P.
c/o General Atlantic Service Corporation
0 Xxxxxxxx Xxxxx
Xxxxxxxxx, XX 00000
Ladies and Gentlemen:
In separate letters dated January 10, 2000, each of you agreed to
extend the restrictions on your right to sell, dispose or engage in certain
other transactions in the common stock and common stock equivalents of
xxxxxxxxx.xxx Incorporated through the period ending on May 8, 2000. At the same
time, in those separate letters, we agreed to an immediate release for sale of a
total of 5,000,000 shares of common stock of xxxxxxxxx.xxx by you collectively
as specified in those letters. In addition, we agreed that beginning on February
8, 2000 each of you would be permitted to sell, distribute, transfer or dispose
of up to 15% of the remaining shares of common stock of xxxxxxxxx.xxx you each
owned after giving effect to the sale of the 5,000,000 shares of common stock of
xxxxxxxxx.xxx permitted by the January 10 releases.
We now agree that you may reallocate the sales, distributions,
transfers and dispositions that are permitted beginning on February 8, 2000
among yourselves so long as the aggregate number of shares to be sold,
distributed, transferred and disposed by you collectively does not exceed 15% of
the aggregate number of remaining shares of common stock of xxxxxxxxx.xxx that
you collectively own after giving effect to the sale of the 5,000,000 shares
permitted by the January 10 releases.
Very truly yours,
By: /s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx
Managing Director