Exhibit 10.10(c) June 25, 2004 Mr. Marc Particelli President and CEO Modem Media, Inc. 230 East Avenue Norwalk, CT 06855 Re: Commission Deferral and Settlement of Year to Date Fees Dear Marc: Reference is made to (a) that certain Amended and Restated...Commission Deferral and Settlement of Year to Date Fees • July 30th, 2004 • Modem Media Inc • Services-business services, nec
This letter confirms that Modem Media has agreed to defer all payments to be owed to Modem under the GM Letter for Revenue (as such term is defined in the GM Letter) recognized by CentrPort for the period of July 1, 2004 to and including December 31, 2004) in connection with or arising out of the Project (as such term is defined in the GM Letter). Such deferral shall take effect on July 1, 2004 and shall continue until the earlier to occur of (a) the date, after the date of this letter, on which CentrPort consummates the issuance of securities, debt or instruments convertible to securities by CentrPort in one or several transactions for an aggregate cash consideration of at least five million dollars ($5,000,000.00), (b) the closing of a sale, transfer or merger of CentrPort or substantially all of its assets, or (c) May 1, 2005, at which time, in either case, all such deferred payments accrued through such date shall be due and immediately payable in full. In addition and as a precond
