Exhibit 10.1
AMENDMENT NO. 3
THIS AMENDMENT is made and entered into as of 20th day of June, 2003, by
and between MOSSIMO, INC., a Delaware corporation with offices located at 0000
Xxxxxxxx, Xxxxx Xxxxxx, XX 00000 ("LICENSOR"), and TARGET BRANDS, INC., a
Minnesota corporation with offices located at 0000 Xxxxxxxx Xxxx, Xxxxxxxxxxx,
XX 00000, and a wholly owned subsidiary of Target Corporation, a Minnesota
corporation ("LICENSEE").
WHEREAS, Assignor and Licensor entered into that certain License Agreement
dated as of March 28, 2000, and amended on February 1, 2002 and February 2, 2003
(as amended, the "Agreement");
WHEREAS, the parties desire to amend the Agreement in the manner set forth
herein.
NOW, THEREFORE, in consideration of the foregoing premises and the mutual
covenants and agreements contained herein, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree as follows:
1. CAPITALIZED TERMS. Capitalized terms used and not defined herein shall
have the same meaning as in the Agreement.
2. The parties hereby amend the Agreement to delete the following
Trademarks from Exhibit A:
MOSSIMO AND BADGE Design Class 25 Reg. No. 1813793
MOSSIMO AND M DESIGN Class 9 Reg. No. 1775768
MOSSIMO AND M DESIGN Class 25 Reg. No. 1620035
MOSSIMO FOOTWEAR Class 25 App. No. 75/768844
MOSSIMO FOOTWEAR Class 35 App. No. 75/767903
3. The revised Exhibit A attached to this Amendment No. 3 shall supersede
and replace the previous version.
4. GOVERNING LAW. This Amendment shall be governed by and construed in
accordance with the laws of the State of California without regard to its choice
of law principles.
5. COUNTERPARTS. This Amendment may be executed by facsimile and in one or
more counterparts, all of which shall be considered one and the same agreement.
6. FULL FORCE AND EFFECT. Except as expressly amended herein, all of the
terms and conditions contained in the Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 3
as of the date first above written.
TARGET BRANDS, INC. MOSSIMO, INC.
By: /s/ Xxxxx X. Street By: /s/ Xxxxxxx Xxxxxxxxx
---------------------------- ----------------------------
Xxxxx X. Street Xxxxxxx Xxxxxxxxx
President Chief Executive Officer
ACKNOWLEDGED:
TARGET CORPORATION
By: /s/ Xxxxxxxx X. Xxxxx
----------------------------
Xxxxxxxx Xxxxx
Sr. Vice President
2
EXHIBIT A
TRADEMARKS
----------
REGISTRATIONS
-------------
TRADEMARK CLASS REGISTRATION NUMBER REGISTRATION DATE
M IN A BOX DESIGN 25 1611314 28 Aug 1990
XXXX 9 2155830 05 May 1998
XXXX 25 2157797 12 May 1998
MOSSIMO (Block) 3 2491176 18 Sep 2001
MOSSIMO (Block) 9 1746343 12 Jan 1993
MOSSIMO (Block) 14 2051272 08 Apr 1997
MOSSIMO (Block) 25 1551068 08 Aug 1989
MOSSIMO (Stylized) 3 2591646 09 Jul 2002
MOSSIMO (Stylized) 9 2329496 14 Mar 2000
MOSSIMO (Stylized) 14 2053214 15 Apr 1997
MOSSIMO (Stylized) 18 2341551 11 Apr 2000
MOSSIMO (Stylized) 25 2201308 03 Nov 1998
MOSSIMO (Stylized) 42 1970116 23 Apr 1996
MOSSIMO (Stylized) 42 1984437 02 Jul 1996
XXXXXXX XXXXXXXXX 9 2157796 12 May 1998
XXXXXXX XXXXXXXXX 25 2155829 05 May 1998
APPLICATIONS
------------
TRADEMARK CLASS REGISTRATION NUMBER REGISTRATION DATE
BABY XXXX 25 76/034442 12 Apr 2000
XXXX 14,18 76/056284 24 May 2000
XXXX (divided out) 3 75/981026 24 May 2000
