EXHIBIT 10.19
[Letterhead of NEW YORK METS NATIONAL LEAGUE BASEBALL CLUB]
Xxxx Xxxxxxx
Senior Vice President,
Marketing and Broadcasting
September 10, 1999
Xxxxx Xxxxx
President & CEO
Famous Fixins, Inc.
000 Xxxx 00xx Xx.
Xxxxx 0000
Xxx Xxxx, XX 00000
Re: Xxxx Stadium Promotion Agreement
Dear Xx. Xxxxx:
I am writing to confirm the agreement reached between Xxxxxxxx
Xxxxxxxxx Enterprises, L.P. ("SDE"), owner and operator of the New York Mets
National League Baseball team (the "Mets"), and Famous Fixins, Inc. ("Famous
Fixins"), for promotional rights during the 1999 and 2000 baseball seasons in
connection with the sale and marketing of the Product (as defined below).
It is SDE's understanding that Famous Fixins has entered into, and
shall maintain in effect throughout the term hereof, a retail license
agreement (the "MLBP License") with Major League Baseball Properties ("MLBP")
permitting it to produce and sell a cereal product identified by the name and
logos of the Mets (the "Product"). It is also SDE's understanding that
Famous Fixins has entered into, and shall maintain in effect throughout the
term hereof, a license agreement (the "MLBPA License") with the Major League
Baseball Player's Association ("MLBPA") permitting it to feature the images
of eight or more Major League Baseball players on the Product. If Famous
Fixins decides to feature individual players or groups of less than eight
players on the Product, the parties will obtain the consent of each such
player featured.
Subject to and contingent upon Famous Fixins' compliance with the terms
of the MLBP License and the MLBPA License, SDE has agreed to provide its
approval of the sale of the Product, and to provide the following marketing
and promotional support in connection with the sale and marketing of the
Product:
1. SDE agrees that it shall communicate to MLBP its approval of the
use of the Mets name and logos on the Product, as contemplated by the MLBP
retail license agreement.
2. In the event that the parties decide to feature individual Mets
players or groups of less that eight players on the Product, SDE will
cooperate in good faith with Famous Fixins' efforts to obtain the consent of
the players for the use of their names and likenesses on the Product. The
selection of the participating players shall be as mutually agreed upon by
the parties, with each party's approval not to be unreasonably withheld. (The
parties hereby agree that at least one version of the Product will feature
Xxxx Xxxxxx alone, and that such version will be produced and distributed
during at least 12 months within the period from the date hereof through
December 31, 2000.) Any compensation required to be paid to such individual
players shall be the responsibility of SDE, provided that it
shall not be unreasonable for SDE to withhold its approval of any
participating player based on the fee required by such player.
3. SDE will promote the sale of the Product in:
* One 15-second advertisement displayed on the Diamond Vision
scoreboard at Xxxx Stadium (the "Advertisement"). In 1999 the Advertisement
will be displayed during each Mets home game from August 6, 1999 through the
end of the regular season. In 2000 the Advertisement will be displayed
during each regular season home game at Xxxx Stadium (the "Stadium"').
* Two appearances by Mr. Xxx in 1999 and six appearances in 2000
at mutually agreed upon retail stores that sell the Product.
* SDE will allow Famous Fixins to distribute Product samples at
Stadium turnstiles during three mutually agreed upon regular season home
games in 1999 and five mutually agreed upon regular season home games in
2000.
* Placement of Product advertisements on the backs of 100,000 Mets
pocket schedules in 2000.
* One full page, four color, Product advertisement in the 2000 New
York Mets Yearbook.
All advertising hereunder shall be produced by Famous Fixins and
shall be subject to the approval of SDE, not to be unreasonably withheld.
4. Famous Fixins will receive the use of a 15-person Diamond View
Suite at the Stadium on one mutually agreed upon game date in 1999, and on
three mutually agreed upon games dates in 2000.
5. Famous Fixins will receive four tickets to each of ten mutually
agreed upon Mets regular season home games in 1999 (for a total of 40 regular
season tickets) and the right to purchase four tickets to each of the first
three Mets 1999 playoff games at the Stadium (if any). Should fewer than
three home playoff games be played, Famous Fixins will not receive any
substitute value.
6. Famous Fixins will receive four tickets to each of 30 mutually
agreed upon regular season Mets home games in 2000 (for a total of 120
tickets).
7. SDE will permit Famous Fixins to conduct and promote one contest in
each of 1999 and 2000 and to award to retail purchasers of the Product one
(1) grand prize, three (3) second prizes, and five (5) third prizes for each
contest, as follows:
* 1999 Grand Prize: Weekend (two nights) trip for two to Mets
spring training in Port St. Lucie, Florida. Famous Fixins will provide, at
its own expense, round-trip airfare, and SDE will provide hotel
accommodations, a car rental in Port St. Lucie, and two tickets to one spring
training game.
* 1999 Second Prize: Mets jersey autographed by one player that
appears on the 1999 Product.
* 1999 Third Prize: Four tickets to one Mets regular season home
game and the opportunity to attend that game's batting practice on the field.
* 2000 Grand Prize: Opportunity to appear in a non-official Mets
team photograph.
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* 2000 Second Prize: "Honorary bat boy or bat girl" for one day.
(Opportunity to dress in a Mets uniform and to attend batting practice on the
field.)
* 2000 Third Prize: National league baseball signed by a player
that appears on the 2000 Product.
All contest promotional materials shall be subject to SDE's
approval, not to be unreasonably withheld.
The back panel of the Product shall be used by SDE for Mets promotional
content. The content, layout and artwork of the back panel shall be subject
to Famous Fixins' approval, not to be unreasonably withheld. The content,
layout, and artwork of the remaining Product panels shall be subject to SDE's
approval, not to be unreasonably withheld.
In exchange for the foregoing, Famous Fixins will pay SDE 12.5% of
the Net Sales (as defined below) of the Product grossed by Famous Fixins
during the term of this agreement (including all renewals). Payments shall
be made within forty-five (45) days of the close of each quarter, accompanied
by a summary of the applicable Net Sales. The first quarter shall conclude
on December 31, 1999, and the first statement shall be due on or before
February 15, 2000.
"Net Sales" shall mean gross sales based on the wholesale price to the
retail trade less quantity discounts and actual returns, but no deduction
shall be made for uncollectible accounts, commissions, taxes, discounts other
than quantity discounts, such as cash discounts and discounts attributable to
the issuance of a letter of credit, or any other amount.
This agreement shall be automatically renewed on an annual basis unless
SDE elects to terminate the agreement by providing written notice of such
termination on or before December 31, 2000, or on or before any anniversary
thereof, provided that SDE shall provide the same or comparable promotional
support and cooperation during each year during which this agreement remains
in effect.
Please sign below to indicate your assent to the foregoing terms and
return the signed letter to my attention.
This letter shall be a binding and enforceable agreement and absent the
execution of a more formal contract, a court may supply consistent additional
terms as necessary to carry out the parties' intent.
Sincerely,
/s/ Xxxx Xxxxxxx
Agreed to and Accepted by:
Famous Fixins, Inc.
/s/ Xxxxx Xxxxx
------------------------------
By:
Title: President
9/21/99
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Date
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