EXHIBIT 10.4
Translation of the contract of trading content between Billyweb and Quelm.
XXXXXXXX.XXX
Contract of trading content
Between The Company Billyweb Corps, represented by Xxxxxxxx Xxxxxxx, alias XXXXX
as President, located at 000 Xxxx Xxxx, Xxxx Xxxxx, Xxxxxxx, 00000 XXX.
And
The Company Quelm, represented by Xxxxxxxxx Xxxxxxx, as Publishing Director,
located at 000, Xxx xx Xxxxxxxx Xxxxx-Xxxxxx, registered at RCS Paris B.
It was agreed the following:
Preamble:
Quelm edits the site of information xxx.xxxxxxx.xxx. This is a site of video
games and educational games for children. The Company Billyweb Corps is a key
element of this field and wishes to have as much information from
xxx.xxxxxxx.xxx.
Article 1: Definition and Prices
The trading content consists of providing to the company Billyweb Corps
information produced by Quelm on his site xxx.xxxxxxx.xxx in exchange of
visibility. These information's remain the property of Quelm, the company
Billyweb having a right of usage on the concerned site. The trading content is
not exclusive.
The contracting allowing mentioning the valorization of the offer will make a
double billing. The financing terms are defined in the appended 1.
Article 2: Quelm Obligations
Quelm, as publisher, is responsible for the content put on the site
xxx.xxxxxxx.xxx and must respect the deontology linked to all site of
information, notably in naming a director of publishing.
The content must be accurate, completed and verified by Quelm. Quelm declares
that the wholes content transmitted are its property and that the related rights
are their responsibilities as well as royalties. Quelm must respect the
periodicity sets in appended 1.
Article 3: Partner Obligations
The partner declares knowing the type of contents put on PERLINK
xxxx://xxx.xxxxxxxx.xxx and commit itself to not put any pressure of any kind on
the writing of the site. The partner cannot in any case modified the information
provided by Quelm without its prior authorization.
The partner must mention for each information put on the site the copyright
Quelm with the mention " source: xxx.xxxxxxx.xxx, copyright quelm" with link on
the site xxx.xxxxxxx.xxx. The partner must put on its site and the pages
containing the information provided by Quelm, the logo of the site
xxx.xxxxxxx.xxx with a link direct on this site. The size of the logo can not be
inferior to 130/72 pixels. His location must be perfectly visible and must be
defined without ambiguity for the Internet surfer.
The partner can choose to put only some information transmitted, without
interfering with the financials elements of the present contract.
Article 4: Properties
All the content put on xxx.xxxxxxxx.xxx is and remains the property of Quelm.
The pages on, which are put the content transmitted by Quelm, are the property
of the partner.
Article 5: Communication, Confidentiality
It is agreed that Quelm and the partner billyweb collaborate at the preparation
of public announcements in order to communicate regarding its partnership. None
of the parties can conduct some public operations without the consent of the
other party. All information of this contract are considered as confidential and
should not be communicated to a third party without the consent of the two
parties.
Article 6: Duration of Contract
The contract is made for duration of three months, renewable by tacit agreement
for a period of three months.
Article 7: Jurisdiction
This contract is subject to the French law and the parties declare submit
themselves at the exclusive jurisdiction of the Court of Paris for all lawsuit
ensuing in relation with this contract.
Made in Paris on Mai 26, 2000
In two copies
Xxxxxxxxx Xxxxxxx Xxxxxxxx Xxxxxxx
Director of publishing (alias Xxxxx)
President
Quelm Billyweb Corps
XXXXXXXX.XXX
Appended 1: Prices of trading content of site xxx.xxxxxxx.xxx
Licensing Description Duration of offer Valuation base
Price, tax non
included
--------------------------- --------------------------- ---------------------- ----------------------
Magazine Periodicity: daily Three months 40 000 F
The magazine is Format:
composed of three An article is
articles, update composed of a title,
daily. 500 signs + 150
signs, one image and
one link + logo towards
the site Quelm with the
mention "en savoir plus
avec xxx.xxxxxxx.xxx".
The subjects have a test
of game or educational
software PC, a video game
and an article
"Trucs et astuces".
The text goes with
the following
elements:
+ source:
quelm
+ category
(type of
article)
+ hypertext
links if
necessary
+ copyright
quelm
+ date
Delivery: Format
ASCII
--------------------------- --------------------------- ---------------------- -----------------
