Exhibit 4.28
As of February 24, 2003
XxxXxxx.xxx, Inc.
Xxxxx 0000, Xxxxx X0, Xxx Xxxxxx
Xxxxxxxx Xxxxx, Xxxx Xxxxx District
Beijing, People's Republic of China 100738
Ladies and Gentlemen:
Reference is made to that certain letter of agreement dated March 23, 2000
between XxxXxxx.xxx, Inc. and News Digital Ventures, as supplemented and amended
by a letter agreement dated as of September 1, 2000 (as so supplemented and
amended, the "Agreement"). Capitalized terms used herein and not otherwise
defined shall have the meanings given to such terms in the Agreement.
1. Clause 2(a) of the Agreement is hereby amended in its entirety to read
as follows:
(a) The News Corp Advertising Inventory to be provided pursuant to
Clause 1 shall be on properties majority owned or controlled by News
Corp from time to time or any other joint venture properties subject to
availability (including Channel [V] and STAR TV) and such News Corp
Advertising Inventory shall be provided over a period of four years
commencing from Completion. Subject to the other provisions of this
letter of agreement, Netease may use any portion of the News Corp
Advertising Inventory at any time during such four year period. The
nature of the News Corp Advertising Inventory to be provided (in terms
of the exact property, time slots, placement and so forth) shall be
subject to availability.
2. Clause 3(a) of the Agreement is hereby amended in its entirety to read
as follows:
(a) News will cause the News Corp Group to spend US$5 million over a
period of four years commencing from Completion on on-line advertising
and promotional inventory on Internet properties majority owned or
controlled by Netease ("Netease Advertising Inventory").
3. Clause 11 of the Agreement is hereby amended in its entirety to read as
follows:
11. The term of this letter of agreement shall commence on
Completion and shall expire three years thereafter; provided, however,
that Clauses 1, 2, 3 and 11 of this letter of agreement shall expire
four
years thereafter and Clauses 12 and 13 shall survive the expiry of this
letter of agreement.
For the avoidance of doubt, the parties hereto agree that for purposes of the
Agreement, as of the date of this letter (i) News has provided US$3 million of
News Corp Advertising Inventory and (ii) News has spent US$1 million on Netease
Advertising Inventory.
The parties hereto agree that this letter constitutes an integral part of the
Agreement. Except as otherwise set forth in this letter, all other terms and
conditions of the Agreement shall remain unchanged and in full force and effect.
Please indicate your confirmation of the foregoing by signing and returning to
us the duplicate of this letter attached hereto.
Your faithfully,
For and on behalf of News Digital Ventures, a division of News Digital Media,
Inc.
/s/ Xxxxx Xxxxxxxxx
--------------------------
Name: Xxxxx Xxxxxxxxx
Agreed and accepted:
For and on behalf of XxxXxxx.xxx, Inc.
/s/ Xxx Sun
--------------------------
Name: Xxx Sun
Title: Acting Chief Executive Officer & Director
