Exhibit 10.45
April 10, 2001
Xx. Xxx Xxxxxxxx
xXxxxx.xxx Inc.
0000 Xxxxxxxxx Xxxx
Xxxxx 0
Xxxxxxxxx Xxxxx, XX 00000
Re: First Amendment to Content License Agreement
--------------------------------------------
Reference is made to the Content License Agreement entered into between Yahoo,
Inc. ("Yahoo") and xXxxxx.xxx Inc. ("Licensor") on April 4, 2001 (the
"Agreement"). Unless otherwise expressly defined herein, all capitalized terms
used herein shall have the meanings set forth in the Agreement. The parties
agree that the Agreement is hereby amended as follows:
1. The parties agree that the Effective Date of the Agreement is as of
April 4, 2001.
2. The last bullet point listed under the "Additional Terms" section of
Exhibit A of the Agreement is hereby amended in its entirety to read as
follows:
Either party may exercise a one-time right to terminate this Agreement
for [___________] on the date that is [________] from the Effective
Date; provided that (a) the terminating party provide written notice to
the other party on or before the date that is [_____________] from the
Effective Date and (b) the termination will become effective
[__________] days after the date that is [_____________] from the
Effective Date ("Notice Period"). For clarity, this Agreement may only
be terminated under this section if the non-terminating party receives
notice of termination from the other party on or before the date that is
[________] from the Effective Date; notices received after that date
will be null and void. Notwithstanding the fact that the notice of
termination may be given before the [_________] date, the effective date
of termination will be [________] days after [_________] following the
Effective Date. During such [__________] day Notice Period, the parties
agree to discuss in good faith the possibility of amending the Agreement
in lieu of termination upon mutually agreed upon terms and conditions.
3. Except as modified hereby, the Agreement shall remain in full force and
effect.
Please have a duly authorized representative of Licensor execute this amendment
in the space provided below and return to Xxxxxxx Xxxxxxxx at Yahoo! Business
Development, 0000 Xxxxxxx Xxxxxxxxxx, Xxxxx Xxxxx, XX 00000.
Sincerely,
YAHOO! INC., a Delaware corporation
By: ________________________________
Name: _____________________________
Title: ______________________________
Date: _______________________________
AGREED AND ACCEPTED
THIS 10th DAY OF APRIL, 2001, BY:
XXXXXX.XXX INC.
By: ________________________________
Name: _____________________________
Title: ______________________________
