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Exhibit 10.20.2
AMENDMENT NO. 1 TO AGREEMENT
THIS AMENDMENT NO. 1 TO AGREEMENT (this "Amendment") is made as of
February 4, 2000 by and among Xxxxx Studios, Inc., a New York corporation having
an address at 000 Xxxx 00xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000
("Xxxxx"); Screaming Xxxxx.xxx Inc., a Delaware corporation having an address at
000 Xxxx 00xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 ("Screaming Media"),
and Xxx Xxxxx, an individual with a business address c/o Screaming Xxxxx.xxx
Inc. 000 Xxxx 00xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 ("Guarantor").
WHEREAS, the parties hereto have entered into an Agreement dated January
28, 2000 (the "Agreement"), providing for a Closing at which the parties would
exchange consideration and enter into certain documents and agreements; and
WHEREAS, the parties hereto have agreed to make certain changes to the
documents and agreements into which they will enter into at Closing,
THEREFORE, in consideration of the mutual covenants, representations,
warranties and agreements hereinafter set forth, and intending to be legally
bound hereby, Xxxxx, Screaming Media, and Guarantor hereby agree as follows:
1. The form of Sublease provided for in Exhibit A to the Agreement shall
be amended to be the form of the Sublease actually entered into between Xxxxx
and Screaming Media as of the date hereof.
2. The form of Guaranty provided for in Exhibit B to the Agreement shall
be amended to be the form of the Guaranty actually entered into by Guarantor as
of the date hereof.
3. The form of Landlord's Waiver provided for in Exhibit D to the
Agreement shall be amended to be the form of the Landlord's Waiver actually
entered into among Landlord, Xxxxx and Screaming Media as of the date hereof.
4. The form of Tonar Indemnity provided for in Exhibit F to the Agreement
shall be amended to be the form of the Xxxxx Indemnity actually executed by
Xxxxx as of the date hereof.
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5. The form of Screaming Media Acknowledgment provided for in Exhibit G
to the Agreement shall be amended to be the form of the Screaming Media
Acknowledgment actually executed by Screaming Media as of the date hereof.
6. All terms used herein shall have the meaning ascribed to them in the
Agreement.
7. Except as otherwise specified herein, all terms and provisions of the
Agreement shall remain unchanged and in full force and effect.
IN WITNESS WHEREOF, the parties hereto have each executed this Amendment
or caused this Amendment to be executed by their duly authorized officers, as
appropriate, in each case as of the date first above written.
XXXXX STUDIOS, INC.
By: /s/ Xxx Xxxxxxx
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Name:
Title:
SCREAMING XXXXX.XXX INC.
By: /s/ Xxx Xxxxx
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Name: Xxx Xxxxx
Title: Chairman
XXX XXXXX
/s/ Xxx Xxxxx
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