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EXHIBIT 10.19(a)
Mobile Media Group
c/o Cambridge Associates Holdings Corporation
000 Xxxxxxxx Xxxxxx
Xxxxxxxx, XX 00000
As of September 25, 2000
i3 Mobile, Inc.
000 Xxxxxx Xxxxx
Xxxxx Xxxxx
Xxxxxxxx, XX 00000
Re: Projects covered by the Broadcast Xxxxxxxxxxxxx.xxx agreement.
Gentlemen:
Reference is made to the Master Content Provider Agreement (the
"Agreement") dated 9 February, 2000 between i3 Mobile, Inc ("i3") and Broadcast
Xxxxxxxxxxxxx.xxx, Inc. ("BE"). Mobile Media Group, Inc. ("MMG") is the
successor in interest to all of BE's rights and obligations under the Agreement.
MMG and i3 have been working together in connection with a number of MMG
initiatives, some of which may not clearly fall within the definition of
"entertainment related areas" described in Appendix "A" of the Agreement. It is
the desire of i3 and MMG to regularize their relationship with regard to such
initiatives, and, accordingly, i3 and MMG agree that the Agreement is hereby
amended as follows:
1. Those projects which may be separately designated in writing by MMG which
include the parties described in Exhibit "A", attached hereto and by this
reference made a part hereof, are acknowledged to be MMG initiatives and
are, together with those future mobile projects designated in writing by MMG
which include either the same or related third parties, referred to herein
as the "Projects". It is expressly understood and agreed that MMG shall only
have the right to designate hereunder as "Projects" those initiative and
projects which have at least reached the stage of a preliminary letter of
understanding on or before December 31, 2001.
2. Notwithstanding anything to the contrary contained in the Agreement the
Projects are deemed, for all purposes, included as so called "entertainment
related areas", and, accordingly are and will continue to be fully subject
to the mutual exclusivity clauses of the Agreement and, where applicable,
all other provisions of the Agreement relating to content, data or
transactional services where MMG (or BE) is the sole aggregator thereof.
Both the economic terms and i3's participation for each Project shall be
subject to good faith negotiation between the parties on a case by case
basis; provided, however, that, in the event i3 agrees to participate in a
Project but the parties can not agree on economic terms, then the parties
can either (a) mutually agree to proceed on the economic terms (i.e.
60%-40%) described in the Agreement or, (b) rescind the designation of the
applicable initiative or project as a Project hereunder and , subject to the
timeframe set forth in paragraph 1, MMG shall be entitled to pursue each
such opportunity with other third parties, and i3 shall have no right to
pursue such opportunity with the same or any other third party, and the
parties shall be deemed to have executed a standard Non-Disclosure/ Non-Use
Agreement with regard to information disclosed, including exclusions
customarily included in such agreements.
3. It is the intent of this amendment that MMG and i3 will continue to work
together, on an exclusive basis on all present and future mobile development
for all third party companies participating in the Projects and all future
efforts derived, out of the Projects, and all corporate relationships
developed as a part of such Project.
4. Except as expressly set forth herein, the Agreement shall remain in full
force and effect, and both parties hereto acknowledge and agree that MMG
shall have all of the rights and obligations of BE thereunder.
If the forgoing is in accordance with your understanding, please so
indicate by signing hereinbelow.
AGREED TO AND ACCEPTED:
Mobile Media Group, Inc.
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BY Xxxxxxx X. Liberty
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its Chairman
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i3 Mobile, Inc
BY Xxxxxxx X. Xxxxxxx
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its President and CEO
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Exhibit A
Alamo Car Rental Motel 6
American Skiing Company Qvergent
Amtrak Resort Sports Network
Anonymous Productions Seattles Best
Avis Car Rental Starbucks
BaliHai Taco Xxxx
BanDai Target
Best Buy TGI Friday
Xxxxxxxxx.xxx/Xxxxx The Runner
Blockbuster Thrifty Car Rental
Broadcast America Tisch (Loews Hotels)
Budget Car Rental Xxxxx Xxxxxxxx
Burger King Walmart/Xxxx Club
Xxxxx Xxxxxxxxx Wamaco
Circuit City Wendys
Comfort Inn WWF
Dairy Queen XFL
Domino's Pizza Your Xxxxxx.xxx
Dunkin Donuts
Electronic Arts
XxxxxxxX.Xxx
Endless Travel
ESP
Extended Media
Fandango
Fox Travel
Hello Xxxxx
Xxxxx Car Rentals
Hilton Hotels
Hollywood Video
Home Depot
I Win
IceBox
Kentucky Fried Chicken
Krispy Kreme
Las Vegas Resorts & Gaming Ventures
Latin TV
Loews
Magna Entertainment
Marriott Hotels
McDonalds
Medibuy
