1
Portions of this Exhibit are the subject of a request for confidential
treatment. The copy filed as an exhibit omits the information subject to such
confidentiality request. The omitted information has been filed separately
with the Commission. Such portions are marked by brackets [***] and the page
on which they appear contain an asterisk (*) in the upper right corner.
EXHIBIT 10.16*
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Thursday, July 16, 1998
DoubleClick
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇.▇. ▇▇▇▇▇
Re: Agreement between ▇▇▇▇▇▇▇▇▇▇.▇▇▇ ("HeadHunter") and
DoubleClick
Dear ▇▇▇▇:
The purpose of this letter is to confirm our agreement and clarify the
points contained in the Letter of Intent between HeadHunter and DoubleClick. We
have attached the Letter of Intent for reference (the "Letter of Intent").
Following are certain points that we wanted to clarify:
1. The maximum amount payable by HeadHunter pursuant to the Letter of Intent
is [***]. As referenced in the Letter of Intent, [***] of such amount (the
"Deposit") will be paid by check and mailed from HeadHunter on Friday,
July 17th, 1998.
2. If HeadHunter does not close its initial public offering by October 31,
1998, HeadHunter may cancel the Letter of Intent by sixty days written
notice to Double Click with no further obligation, other than to pay for
impressions delivered prior to cancellation. If HeadHunter cancels the
Letter of Intent, the Deposit will be returned in full to HeadHunter
within ten days of cancellation.
3. The impressions delivered pursuant to the Letter of Intent will be
delivered in categories and via sites within the Double Click network
which are acceptable to HeadHunter. The charter sponsorship of AltaVista
Career Zone and the Fast Company Career Center and the sponsorship of the
Catbert Anti-Career Zone will generally consist of persistent banner ads,
buttons and other graphical displays on such sites which each provide a
hypertext link to ▇▇▇▇▇▇▇▇▇▇.▇▇▇. The design and duration of all
sponsorships purchased by HeadHunter will be mutually agreed upon by
HeadHunter and DoubleClick.
4. All impressions delivered outside of the sponsorship sites will be
standard 468x60 pixel Internet advertising banner ads unless mutually
agreed to by both parties.
5. HeadHunter may request that ads be delivered on search results web pages
based on certain key word searches of the AltaVista and NorthernLight
sites. DoubleClick will use its best effort to fulfill that request by
placing
2
HeadHunter ads on the requested pages that have not previously been
purchased by another advertiser at the time of the request, and on all
requested pages that come available as other purchase agreements expire.
6. From time to time HeadHunter will evaluate the performance of the ads
being delivered under the agreement. HeadHunter will have the right
adjust the placement and targeting any ads that it thinks may perform
better in another location or with different targeting.
7. In all other respects, HeadHunter will be given the rights and privileges
afforded to other DoubleClick advertisers.
There may be other details that we need to clarify, but we felt that it
was important to confirm these items in writing at this time. Please signify
your agreement to each of the foregoing by signing in the space provided below.
We look forward to working with you on our exciting strategic relationship.
Very truly yours,
▇▇▇▇▇▇ ▇▇▇▇
President & CEO
▇▇▇▇▇▇▇▇▇▇.▇▇▇
ACKNOWLEDGED AND AGREED to this 16 day of July, 1998 by
DOUBLE CLICK, INC.:
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇
---------------------------------
Title: Sponsor SV, Sales Exec.
------------------------------
3
*
Click
DoubleClick
▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇
LETTER OF INTENT
NEW YORK
Doubleclick agrees to provide ▇▇▇▇▇▇▇▇▇▇.▇▇▇ with 300,000,000
(three hundred million) impressions over the course of two
years, beginning July 15, 1999 to July 15, 2000.
LONDON
The Impressions can be placed towards any program within the
Doubleclick Network.
TOKYO The effective CPM of all combined campaigns during the
pre-Initial Public Offering period will be [***].
MADRID ▇▇▇▇▇▇▇▇▇▇.▇▇▇ will launch as a Charter Sponsor for the Alta
Vista Career Zone, a Charter Sponsor of the Fast Company
Career Center and a sponsor on the Catbert Anti-Career Zone.
SYDNEY
The remaining impressions, based upon availability, will be
placed throughout the two-year period on banner and keyword
programs across DCLK sites; Sponsorship programs
STOCKHOLM and on International sites. All requests for advertising
placements and changes to such placements must be supported by
a written authorization from ▇▇▇▇▇▇▇▇▇▇.▇▇▇.
TORONTO
▇▇▇▇▇▇▇▇▇▇.▇▇▇ will receive additional 120,000,000 (one
hundred and twenty million) banners after ▇▇▇▇▇▇▇▇▇▇.▇▇▇
completes its initial public offering at no additional cost.
SAN FRANCISCO These additional impressions will lower the effective CPM of
all combined campaigns to [***] CPM.
LOS ANGELES In the case of a canceled initial public offering,
▇▇▇▇▇▇▇▇▇▇.▇▇▇ will have the opportunity to cancel the
agreement with a 60 day written notice to Doubleclick.
ATLANTA ▇▇▇▇▇▇▇▇▇▇.▇▇▇ is required to pay [***] of the contract 14
days after signing the DCLK Letter of intent. The [***]
up-front fee shall be applied at the end of the
CHICAGO campaign to the final invoices.
▇▇▇▇▇▇▇▇▇▇.▇▇▇ will pay on actual impression volume delivered
during each month.
BOSTON Effective CPM's may vary month to month, as multiple orders
with varying CPM's will be running throughout the two-year
campaign period. Payment will be due within 30 days from
invoice date and failure to pay such invoices within the
30-day period will result in a suspension of all ▇▇ ▇▇▇▇▇▇▇▇▇
DALLAS until the account is made current.
/s/ ▇▇▇▇▇▇ Bear
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▇▇▇▇▇▇ Bear - President
▇▇▇▇▇▇▇▇▇▇.▇▇▇
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ TEL ▇▇▇-▇▇▇-▇▇▇▇ FAX 212655-4835