EXHIBIT 10.10
ALTERNET SYSTEMS, INC.
#280 - 000 Xxxx Xxxxxxxx Xxxxxx
Xxxxxxxxx, Xxxxxxx Xxxxxxxx
Tel: (000) 000-0000
Fax: (000) 000-0000
August 14, 2002
Advanced Interactive Inc.
718 - 0000 Xxxx Xxxxxxxx Xxxx
Xxx Xxxxx, Xxxxxx 00000
Attention: Xx. Xxxxx Xxxxxxx
-and-
Advanced Interactive Canada Inc.
2101 - 0000 Xxxx Xxxxxxxx Xxxxxx
Xxxxxxxxx, XX X0X 0X0
Attention: Xx. Xx Xxxxx
Dear Sir or Madam:
Re: License Agreement dated January 1, 2001, as amended (the "License
Agreement")
This letter is written to confirm as follows:
1. The License Agreement between Advanced Interactive Inc. ("AII
Nevada") and Advanced Interactive Canada Inc. ("AII Canada")
and Alternet Systems, Inc. ("Alternet") is hereby amended such
that the existing section 5.1(d) of the License Agreement is
deleted and replaced with the following section 5.1(d):
"Commencing on January 15, 2001 (and ending on December 15,
2001) Alternet will make payments to AII Nevada or AII Canada
of:
(a) US$10,000 per month in 2001;
(b) US$20,000 per month in 2002;
(c )US$28,000 per month in 2003;
(d) US$36,000 per month in 2004;
(e) US$44,000 per month in 2005;
(f) US$52,000 per month in 2006;
(g) US$60,000 per month in 2007;
(h) US$68,000 per month in 2008;
(i) US$76,000 per month in 2009; and
(j) US$84,000 per month in 2010.
In any given month, the amount payable under (a) to (j) above
will be reduced by the 40% royalty payment in paragraph
5.1(a). Any royalty payments in paragraph 5.1(a) which are
made and which exceed the amount due under (a) to (j) above
will be accrued and applied to future months' payments.
Alternet shall have the right, in any given month:
(i) to accrue (for the term of this Agreement) up to one-half
of the amount owed in that month; and
(ii) subject to the consent of AII Canada or AII Nevada, to
pay one-half of the amount owed in any given month by way
of issuance to AII Canada or AII Nevada of:
(A) prior to Alternet trading publicly, common shares at
a price of US$0.35 per share; or
(B) on or after commencement of public trading of
Alternet, common shares at the weighted average market
price for the week prior to the monthly payment
becoming due.
2. Alternet shall make all reasonable efforts to register for
immediate resale (by way of filing of an SB2 Registration
Statement or S8 Registration Statement) any shares issued to
AII Canada or AII Nevada in settlement of outstanding monthly
payments.
3. In all other ways, the License Agreement remains in full force
and effect as amended.
4. AII Canada and AII Nevada hereby agree that Alternet may
settle, by way of issuance of common shares at US$0.35 per
share, any outstanding payments due to this amendment's date
under section 5.1(d) of the Agreement.
5. To simplify and clarify their agreement, AII Canada, AII
Nevada and Alternet shall, on or before September 15, 2002,
complete a new License Agreement which incorporates the terms
of License Agreement and all of its amendments.
Upon execution hereof, this letter becomes an amendment to the
License Agreement binding upon its terms.
Yours truly,
ALTERNET SYSTEMS, INC.
Xxxxxxx Xxxxxxxxxxx, Director
The terms of this Agreement above are hereby read, understood,
acknowledged and accepted by the undersigned effective the 15th day
of August, 2002.
ADVANCED INTERACTIVE, INC.
By its Authorized Signatory
______________________________
ADVANCED INTERACTIVE CANADA INC.
By its Authorized Signatory
______________________________
