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EXHIBIT 2
AMENDMENT NO. 1 TO AGREEMENT
THIS AMENDMENT NO. 1 TO AGREEMENT is entered into as of the ___ day of April,
1997, between SPORTSLINE USA, INC., a Delaware corporation with principal
offices at 0000 XX 0xx Xxx, Xx. Xxxxxxxxxx, XX 00000 and CBS INC., a New York
corporation, with principal offices at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, XX 00000.
RECITALS
A. The parties entered into an Agreement dated March 5, 1997 (the
"Agreement").
B. The parties have deemed it advisable and desire to amend Exhibit G to
the Agreement as contained in this Amendment.
NOW, THEREFORE, the parties hereto, in consideration of the terms and
conditions hereof and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, and intending to be legally
bound, do hereby agree as follows:
1. Exhibit G to the Agreement is hereby amended by replacing it with the
revised Exhibit G attached hereto.
2. Except as specifically amended hereby, the Agreement is ratified and
confirmed and shall remain in full force and effect in accordance with
its terms.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the
date first above written.
SPORTSLINE USA, INC. CBS INC.
By: Xxxxxxx Xxxx By: Xxxxxxx X. Xxxxxxxx
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Name: Xxxxxxx Xxxx Name: Xxxxxxx X. Xxxxxxxx
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Title: President Title: Executive/Vice President, CFO
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EXHIBIT G
CONTENT SHARES
SportsLine USA Inc. will pay CBS for the use of CBS Sports Content pursuant to
the following schedule:
CONTENT CONVERSION SHARES OF
DATE* PAYMENT PRICE COMMON STOCK
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First Contract Year $744,991 $4.12 180,823
Second Contract Year $748,991 $6.39 117,213
Third Contract Year $900,990 $8.52 105,750
Fourth Contract Year $1,104,980 $10.65 103,754
Fifth Contract Year $1,500,048 $12.77 117,460
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TOTAL $5 MILLION $8/SHARE 625,000
*Each payment shall be made on the first business day of each Contract Year
commencing in 1997.
