TERMINATION NOTICE
Date: June 19, 2008
House of Xxxxxx Jewelry, Inc.
0000 Xxxxxx Xxxxxxxxx
Suite 425
West Hollywood, California 90069
Attn: Xxxx X. Xxxx, Xxx Xxxxxx and Xxxx Xxxxxxx
Law Offices of Xxxxx X. Xxxxxxxx & Associates
0000 Xxxxxx Xxxxxxxxx, 0xx Xxxxx
Los Angeles, California 90069
Attn: Xxxxx Xxxxxxxx
RE: License Agreement. dated as of May 18, 2005 (the "Agreement'). between Interplanet
Productions. Ltd. and House of Xxxxxx Jewe1, Inc. (the "Company")
All:
Reference is made to the above-referenced Agreement. The Company has informed us that a number of the events of insolvency under Section 20 of the Agreement have occurred, including, without limitation, that the Company has (i) become insolvent and unable to pay or discharge its liabilities in the ordinary course of its business, (ii) stopped payment to its creditors generally, and (iii) ceased or threatened to cease to carry on its business or a substantial part thereof. In addition, we are aware that Xxxx and Xxxxx Xxxxxxx are no longer associated with the business of the Company. Each of events listed herein are grounds for immediate termination of the Agreement.
Pursuant to the terms of the Agreement (and in addition to and without prejudice to any other rights that we may have to terminate the Agreement immediately, or otherwise, not described herein), we hereby provide you with written notice of termination of the Agreement effective immediately. The termination of the Agreement shall be without prejudice to any rights or causes of action that we may have against you, whether pursuant to the Agreement or applicable law, all of which are expressly reserved, and the obligations that you currently owe us will remain unaffected by such termination.
In addition, we call your attention to Sections 2.4 and 21.5 of the Agreement, which, upon termination of the Agreement, require the Company to take all actions to change the Company's name to remove any reference to any of the Licensed Marks (as defined in the Agreement), eliminating the name House of Xxxxxx, and to otherwise cease using the Licensed Marks for any purpose.
Very truly yours,
Interplanet Productions, Ltd.
/s/ Xxxxx Xxxxxxx
