Exhibit 10.15
AMENDMENT TO EXCLUSIVE DOMESTIC LICENSE AGREEMENT
This Amendment is made and entered into by and between BHPC Marketing, Inc.
("LICENSOR") and I.C. ▇▇▇▇▇▇ Co., L.P. ("LICENSEE") and is dated as of June
3, 1997. This Amendment amends and modifies that certain Exclusive Domestic
License Agreement between LICENSOR and LICENSEE dated December 14, 1995.
(I)
The promises, covenants, agreements and declarations made and set forth
herein are intended to and shall have the same force and effect as if set
forth at length in the body of the Agreement. To the extent that the
provisions of this Amendment are inconsistent with the terms and conditions
of the AGREEMENT, the terms set forth herein shall control.
(II)
1. Effective as of May 1, 1997, the License Agreement Detail Schedule
(Men's) is hereby amended by replacing it with the License Agreement
Detail Schedule attached hereto.
2. Paragraph 7(b) of the Agreement is hereby amended by deleting all
references to one-year renewal periods and referring in their place to
the three-year-renewal terms provided for in the License Agreement Detail
Schedule attached hereto.
3. The Amendment to the Agreement dated April 28, 1997, is no longer in effect.
(III)
LICENSOR and LICENSEE acknowledge and agree that the Agreement, as amended by
this Amendment, remains in full force and effect and represents the entire
Agreement of the parties with respect to the matters contained herein.
IN WITNESS WHEREOF, the parties hereto agree that this Amendment shall take
effect as of the date and year first written above.
LICENSOR: LICENSEE:
BHPC MARKETING, INC. I.C. ▇▇▇▇▇▇ & CO., L.P.
BY: ▇▇▇ ▇▇▇▇▇▇▇▇ BY: ▇▇▇▇▇▇ ▇▇▇▇▇
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▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
Director of Licensing Chairman of the Board
DATE: 6/16/97 DATE: 6/12/97
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BY: ▇▇▇▇▇▇ ▇▇▇▇
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▇▇▇▇▇▇ ▇▇▇▇
President, C.E.O.
DATE: 6/12/97
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LICENSE AGREEMENT DETAIL SCHEDULE
1. DEFINITION OF TERRITORY: The United States, its territories and possessions
2. DEFINITION OF LICENSED PRODUCT (BY CATEGORY):
Men's denim sportswear, outwear, woven shirts (excluding
dress shirts), knit and woven casual pants and shorts,
sweaters, basic and fashion fleece tops and bottoms,
overalls and shortalls, knit tops (including t-shirts and polo
shirts), swimwear, warm-ups.
3. INITIAL TERM: FROM TO
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First Contract Year: January 1, 1996 December 31, 1996
Second Contract Year: January 1, 1997 December 31, 1997
Third Contract Year: January 1, 1998 December 31, 1998
4. RENEWAL TERM:
First Renewal Period (if any): January 1, 1999 December 31, 2001
Second Renewal Period (if any): January 1, 2002 December 31, 2004
5. ROYALTY RATE:
Five percent (5%) of Net Shipments
6. ADVERTISING:
One percent (1%) of net Sales to be spent in the Territory by LICENSEE.
7. GUARANTEES:
(A) (B) (C) (D)
Guaranteed Guaranteed Guaranteed
Target Guaranteed Annual Monthly
Net Net Royalty Royalty
Shipments Shipments Payments Payments
(in United States Dollars)
_____________________________
First Contract Year $6,000,000 $6,000,000 $300,000 $25,000.00
Second Contract Year $7,000,000 $7,000,000 $350,000 $29,166.66
Third Contract Year $8,000,000 $8,000,000 $400,000 $33,333.33
* Guaranteed Net Shipments for the First Renewal Period and Second Renewal
Period (if any) shall be calculated based on a volume equal to eighty percent
(80%) of the immediately preceding Contract Year's actual Net Shipments, but
not less than the previous year's Guaranteed Net Shipments. Guaranteed Annual
Royalty Payments for the First Renewal Period and Second Renewal Period (if
any) shall be calculated based on a volume equal to eighty percent (80%) of
the immediately preceding Contract Year's actual Annual Royalty Payment, but
not less than the previous year's Guaranteed Annual Royalty Payment.
INITIALS DATE
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LICENSOR, BHPC: /s/ DG 6/2/97
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LICENSEE, I.C.▇▇▇▇▇▇: /s/ RJA 6/3/97
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