WEB SITE LICENSE AGREEMENT
This Web Site License Agreement between Double M Holdings, Inc. f/s/o Xxxxx
Xxxxx, (Fed. ID. #00-0000000) ("MOOR") c/o Xxxxxxx Xxxxxx Agency, Inc., 0000
Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000, Attn. Xxxxx X. Xxxxxx ("XXXXX"), and
PTN MEDIA, INC., a Delaware Corporation, with offices located at 0000 X. Xxxxx
Xxxxxx Xxx Xxxxx, Xxxxxxxx 00000 ("PTN").
PTN desires to acquire from XXXXX certain rights pursuant to this
non-exclusive License Agreement for an on-line Internet service and, XXXXX is
willing to grant such license and to render her services as hereinafter
provided. In consideration of the mutual agreements and covenants set forth in
this Agreement, the parties agree as follows:
1. Establishment of Service. PTN will design, produce and maintain a
designated area of approved content accessible to users of the Internet at
xxx.xxxxxxxxxxxxx.xxx/xxxxxxxxxx (the "Service"). Access to the Service will be
free of charge. PTN may also develop "premium features", as well as a "boutique"
that will permit visitors to the service to purchase approved merchandise
licensed, endorsed or selected by XXXXX ("Boutique Merchandise"); any such
Boutique Merchandise would contain such content and be offered at prices and on
terms, as may be mutually agreed by PTN and XXXXX. In connection with the
service, PTN will, at its sole cost and expense:
(a) Design and Maintenance. Maintain full responsibility for the
design, technical development, production, maintenance (including
customer phone support), and fulfillment related to the Service.
(b) Marketing and Content. Coordinate all on-line marketing efforts
and work closely with XXXXX and her representatives regarding new
content areas, Boutique Merchandise and other initiatives to
ensure that XXXXX maximizes its association with PTN; and
(c) Customer Service and Billing. Be responsible for all customer
service, (excluding distribution, fulfillment, and shipping of
Boutique Merchandise - if any) technical support, billing, credit
card authorization and processing associated with the Service and
the sale of Boutique merchandise. In the event Xxxxx authorizes
the sale of Boutique Merchandise pursuant to this Agreement, PTN
shall be responsible for distribution, fulfillment and shipping
on a fee basis and upon terms and conditions as are mutually
agreed to in writing by the parties hereto.
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2. Use of XXXXX'x Name and Likeness.
(a) XXXXX grants to PTN the nontransferable right to use her name and
approved likeness as reasonably necessary to create, distribute,
and promote the Service and to repackage and reformat information
contained in, or related to, the Service for promotional,
advertising and distribution-for-profit uses, in electronic media
as set forth herein. XXXXX acknowledges and agrees that PTN will
advertise Xxxxxxxxxxxxx.xxx in select print media and such
advertisements xxxx be subject to XXXXX'x sole approval where
said print advertisement incorporates XXXXX'x name and likeness.
PTN acknowledges that XXXXX will not accept uses that are in
conflict with XXXXX'x existing or prospective agreements and
shall notify XXXXX of the intended use of her name and likeness
before they are used and any such use shall be subject to XXXXX'x
prior written approval. Notwithstanding the foregoing, PTN
acknowledges that nothing contained herein obligates XXXXX to
expressly endorse Xxxxxxxxxxxxx.xxx.
(b) For this limited purpose, upon execution by PTN, XXXXX shall
provide for PTN's use, unpublished photographs of herself, with
respect to which XXXXX has full ownership rights. In addition,
XXXXX shall be available for a photo shoot (set up by PTN) for up
to eight (8) hours, including meal breaks and rest periods, at a
mutually agreed upon time. Xxxxx shall have a reasonable right of
approval as to the photographer and Xxxxx shall approve the hair
and make-up artist in her sole discretion. No payment is owed by
PTN to XXXXX for this photo shoot or resulting from the photo
shoot, except that PTN will bear all costs and expenses
associated with the photo shoot production, as agreed between the
parties. During the Contract Period, PTN shall have the exclusive
right to use photographs obtained through this photo shoot and
approved by XXXXX, solely for the creation, promotion and
advertising of the Service as set forth above. Notwithstanding
the foregoing, XXXXX shall have the limited right to use said
photographs for certain off-line merchandise and marketing
endeavors subject to PTN's written consent, such consent shall
not be unreasonably withheld. All of PTN's rights to use the
photos shall cease upon termination of this Agreement. Upon the
termination of this Agreement, PTN shall assign and transfer all
ownership rights in the photographs to Xxxxx for her exclusive
use in perpetuity.
(c) PTN shall have the non-exclusive right to use the XXXXX name, and
all approved images, on the Web and on-line networks subject to
XXXXX'x prior approval. PTN shall obtain all clearances and
consents required for such uses hereunder.
(d) All rights of PTN to use the XXXXX name, likeness and web
address, xxx.xxxxxxxxxxxxx.xxx/xxxxxxxxxx in relation to the
Service shall cease immediately upon termination of this
Agreement.
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3. Services to be Provided.
(a) XXXXX shall be available for one (1) promotional appearance per
year not to exceed four (4) hours each, to be arranged by PTN at
a mutually agreeable time and place, subject to XXXXX'x
availability, to promote the Service. PTN shall pay all
reasonable expenses associated with the Promotional Appearances.
All promotional appearances shall include one (1) first class
airfare, two (2) coach airfares, first class ground
transportation, one hundred ($100) per diem each for XXXXX, her
manager and guardian, and three (3) first class hotel
accommodations for XXXXX.
(b) XXXXX shall approve and provide a voice recording of herself
welcoming persons to the Service at PTN's approved expense;
(c) At least once per quarter, XXXXX shall be available (by telephone
or in-person at her option) at mutually agreed upon times (with
no more than one hour of actual time on-line per occasion), to
conduct exclusive interviews and/or chat sessions.
4. XXXXX'x Availability. XXXXX acknowledges and agrees to devote such
time as reasonably necessary toward performances of her duties hereunder.
Whenever XXXXX is available, PTN understands and agrees that any such
occasion is subject to XXXXX'x personal and professional schedule.
5. Payments by PTN.
(a) Initial Contract Period. Upon execution PTN shall transfer to
XXXXX Full title, ownership, and interest in one hundred
twenty-five thousand dollars ($125,000.00) of PTN Media common
stock (the "Initial Stock Payment). It is further agreed that one
(1) year after execution hereof, in the event XXXXX has not sold
or transferred the Initial Stock Payment (evidenced by the stock
certificate or certified broker's statement) and to the extent
the total value of said Initial Stock Payment (as reflected in
the Wall Street Journal one year from the execution hereof) is
less than one hundred thousand dollars ($ 100,000.00), PTN shall
transfer to XXXXX additional PTN Media common stock such that the
total value of said Initial Stock Payment is not less than one
hundred thousand dollars ($l00,000.00).
(b) Option Contract Period. Subject to the Terms and conditions set
forth in paragraph 8.(b) herein, on the Anniversary Date hereof,
PTN shall transfer to XXXXX full title, ownership, and interest
in an additional one hundred twenty-five thousand dollars
($125,000.00) of PTN Media common stock (the "Second Stock
Payment). It is further agreed that one (1) year after transfer
hereof, in the event XXXXX has not sold or transferred the
Initial Stock Payment (evidenced by the stock certificate or
certified broker's statement) and to the extent the total value
of said Second Stock Payment (as reflected in the Wall Street
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Journal one year from the transfer hereof) is less than one
hundred thousand dollars ($100,000.00), PTN shall transfer to
XXXXX additional PTN Media common stock such that the total value
of said Second Stock Payment is not less than one hundred
thousand dollars ($100,000.00).
(c) Where applicable, PTN will make any further payments due to XXXXX
under this Agreement on a quarterly basis, within fifteen (15)
days following the end of the applicable calendar month. A
statement showing in reasonable detail how such payment was
computed shall accompany each such payment.
(d) PTN shall keep true and complete books and records in which all
information necessary to determine and verify all fees and
payments contemplated hereunder shall be reflected along with the
amounts payable to M00RE under the terms of this Agreement. PTN
shall maintain such books and records for a period of at least
three (3) years after the termination of the Contract Period.
During the contract Period, and for a period of two (2) years
after the Contract Period, XXXXX shall have the right, at its
expense and upon reasonable notice to PTN, to examine or have
examined by its authorized representative, PTN's books and
records, at PTN's principal place of business, in order to
determine or verify all amounts due, and the accuracy of any
reports furnished by PTN under this Agreement. In the event that
an error is discovered in the calculation of the amounts payable
by PTN to XXXXX, the party that received the benefit of the error
shall promptly thereafter pay to the other the amount of
overpayment. If any underpayment by PTN for any period examined
by XXXXX is five percent (5%) or more, PTN shall pay XXXXX'x
reasonable out-of-pocket costs with respect to such examination
and the next subsequent re-examination. XXXXX'x receipt of any
statement, or any payment does not preclude it from challenging
the correctness of that statement or payment.
(e) PTN shall reimburse XXXXX promptly upon receipt of an invoice for
all reasonable out-of-pocket expenses incurred by XXXXX under
this Agreement and approved in writing by PTN. Upon execution
hereof, PTN shall transfer to the Xxxxxxx Xxxxxx Agency full
title and ownership to $12,500.00 worth of PTN Media common stock
("Initial Commission Payment).
(f) Subject to the terms and conditions set forth herein, one year
from execution hereof, PTN shall transfer to the Xxxxxxx Xxxxxx
Agency full title and ownership to an additional $12,500.00 worth
of PTN Media common stock ("Final Commission Payment").
6. Provisions of Content, Additional Responsibilities of PTN and XXXXX.
(a) For purposes of this Agreement, the phrase "XXXXX Information"
means all information created and/or delivered by XXXXX to PTN
for inclusion in the Service, including any trademark, service
xxxx, trade name or logo, or other intellectual property, whether
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or not registered, included in such information. XXXXX shall
deliver Xxxxx Information on a monthly basis. Said Xxxxx
Information shall be no less than five hundred (500) words or two
hundred fifty (250) words supplemented with any "on-line
exclusive" photo (tour photos, etc.) of her choice. XXXXX,
through her stylist, trainer and manager, shall be solely
responsible for the content of all XXXXX Information, and
represents and warrants to PTN that to the best of XXXXX'x
knowledge (i) all XXXXX information: (A) that will be accurate
and XXXXX'X own and original creation, except for information
validly licensed for use by XXXXX or in the public domain; (B)
will consist only of information that XXXXX is authorized to use
and to authorize PTN to use as contemplated in this Agreement;
(C) to the best of XXXXX'x knowledge, will not constitute a libel
or defamation or conflict with any copyright, right of privacy or
other rights of any third party; and (D) will conform to all
applicable federal, state and local laws and regulations; and
(ii) XXXXX, her guardians and representatives, has the full right
and authority to grant the rights and consents set forth herein.
PTN shall be entitled at any time to bring any concerns it has
regarding XXXXX Information to the attention of XXXXX, whereupon
the parties will cooperate in good faith to address PTN's
concerns. Subject only to the next sentence, PTN shall distribute
XXXXX Information only as transmitted by XXXXX, and shall not
authorize any third party to modify or edit such Information
without XXXXX'x prior written consent.
(b) Transmission of XXXXX Information. XXXXX shall transmit to PTN
all XXXXX Information and updates thereof necessary for inclusion
in the Service (including any Boutique Merchandise) on a monthly
basis. Information and updates shall be transmitted by telephone
or electronically in a format to be agreed upon by PTN and XXXXX,
on a pre-scheduled basis and/or as such information and updates
become available, as the case may be. PTN shall provide XXXXX
with a Service number or numbers that will allow XXXXX to gain
access to the Service at no cost or charge for purposes of
electronically delivering XXXXX Information and content updates.
All content supplied by XXXXX shall be consistent with the
editorial standards used by PTN for content displayed on the
Service (which standards PTN reserves the right to amend from
time to time) provided PTN timely and accurately conveys such
standards to XXXXX.)
(c) Right, Title and Interest to XXXXX Information. All right, title
and interest in XXXXX Information, XXXXX Information, and XXXXX'x
name and likeness are and shall remain XXXXX'x, subject to the
rights and license granted to PTN herein. Subject to the
limitations set forth herein, PTN shall have the right, at no
cost, to use, display (privately or publicly) and distribute
XXXXX Information, or any portion thereof, on the Service or in
connection with any demonstration, promotion or advertisement of
the Service; to enter XXXXX Information into PTN's computer
database; and to store, process, retrieve and transmit the same
on the Service during the Term. PTN shall have the exclusive
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Internet broadcast rights only to the XXXXX Information created
by XXXXX pursuant to this Agreement. Any use of the XXXXX name
and likeness, or XXXXX Information, shall be subject to XXXXX'x
prior consent (which consent shall not be unreasonably withheld).
PTN's rights hereunder shall include the right to offer
subscribers the option of printing and downloading XXXXX
Information or any portion thereof as a function of the Service
generally.
(d) Operation of Service: Non-XXXXX Information, Charges for Service.
PTN will have sole discretion to determine all aspects of the
operation of the Service and all matters relating to the content,
structure and sequence of material appearing on the Service. PTN
represents and warrants to XXXXX that, to the best of PTN's
knowledge, all content on the Service other than XXXXX
Information (to the extent not revised, modified or deleted by
PTN) ("Non-XXXXX Information"), (A) will be accurate and PTN's
own and original creation, except for information validly
licensed for use by PTN or in the public domain; (B) will consist
only of information that PTN is authorized to use; (C) will not
constitute a libel or defamation or conflict with any copyright,
right of privacy or other rights of, any third party; and (D)
will conform to all applicable federal, state and local laws and
regulations.
(e) Non-XXXXX Information. PTN has the full right and authority to
grant the rights and consents set forth herein. XXXXX shall be
entitled at any time to bring any concerns it has regarding
Non-XXXXX Information to the attention of PTN, whereupon the
parties will cooperate in good faith to address XXXXX'x concerns.
Nothing in this Agreement shall limit PTN's rights regarding
charges for any aspect of the Service (including any product or
service offered by PTN, whether alone or in conjunction with
others, through means of the Service). All right, title and
interest to PTN's name, trade name(s), trademark(s) and service
xxxx(s) ("PTN Trademarks") are and shall remain PTN's. Nothing
herein shall be deemed to xxxxx XXXXX any proprietary rights to
any of PTN's trade name(s), trademark(s) or service xxxx(s).
XXXXX shall have the right to use PTN Trademarks in connection
with advertising and promoting the Service, subject to PTN's
prior written consent, not to be unreasonably withheld.
(f) Compliance with Applicable Law. PTN will be solely responsible to
ensure that all aspects of the Service (other than the XXXXX
Information, to the extent not modified or revised by PTN),
including the promotion thereof, shall comply with applicable
law.
(g) Subscriber Agreement. PTN will distribute a subscriber agreement
prohibiting republication, redistribution, public broadcast,
public display, resale, offering for resale or other commercial
exploitation of copyrighted or trademarked materials published in
the Service without the copyright or trademark owner's consent.
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(h) Compliance with Industry Standards. PTN represents and agrees
that the Service will at all times during the Agreement be a
first-class service, in content and technical quality, and that
the Service will comply with all on-line broadcasting industry
standards.
(i) Database from Service. PTN shall own all information received
through the Service, including all names, addresses, mail, and
other information relating to users of the Service obtained by
PTN through the Service, except that XXXXX shall have access to
the mailing list obtained through the Service to use for her own
purposes. PTN agrees not to use any information obtained through
the Service in any way to imply an endorsement by XXXXX of any
product or service during or following the termination of this
Agreement, except boutique Merchandise approved by XXXXX.
7. Exclusivity
(a) During the term of this Agreement and subject to the remainder of
this Section, XXXXX shall not: (i) license the use of the XXXXX
name or likeness for any competing beauty, fashion or lifestyle
web site or home page featuring XXXXX or (ii) be employed by, act
as a consultant to or otherwise render services similar in the
aggregate to those provided hereunder with respect to fashion,
beauty or lifestyle for any on-line service. This Paragraph does
not prohibit XXXXX from maintaining her own web-site, advertising
on other sites, providing services for other non-competing sites
or on-line services such as performing in a program to be
broadcast over the Internet, having the XXXXX name or the
likeness on the web-sites of XXXXX'x licensees or others, or
participating in on-line interviews or articles. The following
XXXXX licensees are not subject to or governed by this Agreement:
(1) Neutrogena Inc.; (2) xxxxx.xxx or xxxxxxxxxx.xxx; and (3)
xxxxxxxxxxxx.xxx.
(b) XXXXX is not responsible for initiating action against, enjoining
or otherwise attempting to dissuade any person or entity not
licensed by XXXXX, which in contravention of this Agreement uses
the XXXXX name or likeness in promoting or advertising any
products or services which are the same as or similar to or
directly competitive with the service. XXXXX shall not incur any
liability to PTN or any third party arising out of any such
activity by any such person or entity. XXXXX agrees that at PTN's
sole cost and expense, XXXXX shall give such reasonable
assistance to PTN as may be required to cause any such person or
entity to cease and desist from such activities, or in connection
with any lawsuit or other proceeding by PTN against such person
or entity.
(c) During the Term hereof, PTN shall not enter into a similar
Agreement for the Site with another teen female performer
appealing to the same demographic audience as XXXXX.
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8. Contract Period
(a) Initial Contract Period. The Initial Contract Period will begin
on the execution date of this Agreement (the "Execution Date")
and will continue for a period of one (1) year from the date the
Service is launched (the "Anniversary Date"), unless terminated
earlier or extended as provided herein. Said Service shall be
launched no later than ninety (90) days after the full execution
of this Agreement (the "Launch Date").
(b) Option Contract Period. On the Anniversary Date hereof, if PTN
Media common stock is trading at a minimum of twenty-five percent
(25%) greater than the trading price, established as of the
Execution Date and as reflected in the Wall Street Journal on
said Execution Date, AND the average hits/visits to
xxxxxxxxxxxxx.xxx has increased by an average of twenty-five
percent (25%), measured from said Launch Date to the Anniversary
Date (collectively, the "Benchmarks"), then one (1) additional
year form the Anniversary Date hereof shall be added to the Term
of this Agreement solely at PTN's discretion. If only one of the
aforementioned Benchmarks is met, then either party hereto may
elect to terminate this Agreement upon the Anniversary Date.
(c) Morals. If at any time during the Contract Period the commercial
association of PTN with XXXXX is substantially impaired by reason
of her conviction of a felony or commission of an act involving
moral turpitude, PTN shall have the right to terminate this
Agreement, no later than thirty (30) days after learning of such
event, on thirty (30) days written notice to XXXXX. XXXXX shall
keep all compensation paid to date and PTN shall no longer have
the right to use any XXXXX Information after termination as set
forth hereunder.
9. Confidentiality. All information disclosed by either party to the
other party, including but not limited to the terms and conditions of this
Agreement or any other agreement between the parties, trade secrets of the
party, any nonpublic information relating to any party's product plans,
designs, ideas, concepts, costs, prices, finances, marketing plans,
business opportunities, personnel, research, development or know-how and
any other nonpublic technical or business information of a party, that is
marked "Confidential" or identified by the disclosing party in writing as
confidential before or within thirty days after disclosure to the receiving
party, will be treated as confidential by the receiving party and not
disclosed to any third party without the disclosing party's prior written
consent. "Confidential Information" as referred to in this Section does not
include (a) information that is generally available to the public other
than as a result of disclosure in violation of this Agreement, (b)
information already known or which becomes known to the receiving party
from a third party source which is not, to the receiving party's knowledge,
under an obligation of confidentiality, (c) information independently
developed by the receiving party (as shown by competent documentation), and
(d) otherwise confidential information that is required to be disclosed by
law, including administrative or judicial action. Any breach of these
confidentiality provisions will entitle the injured party to seek
injunctive relief and damages.
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10. Insurance. PTN agrees to provide and maintain for the Term hereof and
one year thereafter, at its own expense, product liability insurance with
limits of no less than $3,000,000.00 and within (30) days from the date
hereof, PTN will submit to Licensor a fully paid policy or certificate of
insurance naming Licensor and XXXXX as insured parties, requiring that the
insurer shall not terminate or materially modify such policy without
written notice to Licensor at least twenty (20) days in advance thereof.
11. Indemnification.
(a) PTN Indemnification. PTN hereby indemnifies and agrees to defend
and hold XXXXX free and harmless from and against all claims,
costs, liabilities, judgments, expenses or damages (including
reasonable attorneys' fees) (collectively, "Damages") arising out
of or in connection with (i) any information, other than XXXXX
Information (to the extent not deleted, modified or revised by
PTN), displayed on the Service, (ii) any breach of any
representation, warranty or covenant of PTN hereunder, (iii) any
use of or reference to XXXXX'x name or logo or XXXXX'x name or
likeness not expressly permitted hereunder or based upon PTN's
use of any intellectual property other than XXXXX'x name or logo
or XXXXX'x name or likeness; except to the extent any such
Damages arise from the gross negligence or willful misconduct of
XXXXX or its employees or XXXXX, or (iv) any products produced by
PTN, its agents or licensees relating to the Service hereunder.
(b) No Liability for Punitive or Consequential Damages.
Notwithstanding anything stated or implied to the contrary
herein, in no event shall either party be liable to the other for
exemplary, punitive or consequential damages, even if advised of
the possibility of such damages, in any manner arising out to
this Agreement or the breach of any term, covenant,
representation, warranty or obligation contained herein.
(c) Notification. Each party shall notify the other as soon as
reasonably possible of any claim of which it becomes aware.
12. Remedies.
(a) Injunctive Relief. In the event either party materially breaches
this Agreement, PTN and XXXXX agree that, in addition to any and
all other remedies available at law or in equity, the
non-breaching party shall be entitled to seek injunctive relief
to the extent permitted by law from further violation of this
Agreement, during any proceeding as well as on final
determination thereof, without prejudice to any other right of
either party.
(b) XXXXX'x Liability not to Exceed Remuneration Paid to XXXXX by
PTN. Notwithstanding anything to the contrary herein, in the
event PTN incurs any expenses, damages or other liabilities
(including, without limitation, reasonable attorneys' fees) in
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connection with this Agreement or Xxxxx'x services, XXXXX'x
liability to PTN hereunder shall not exceed the remuneration,
excluding reimbursement of expenses, actually paid to XXXXX by
PTN hereunder.
13. Relationship of the Parties. The parties to this Agreement are
independent contractors, and this Agreement shall not be construed to
create a partnership, joint venture, employment or principal agent
relationship between the parties. Each party shall be solely responsible to
compensate any employees, agents or representatives employed or engaged by
it to perform duties under this Agreement and for all taxes, imposts,
duties and all charges of any governmental authority arising from its
activities under this Agreement. Neither PTN nor XXXXX, nor any other
person or entity employed by either PTN or XXXXX, are authorized to make
any warranty concerning the other party or incur or assume any obligation
or liability for the other party and nothing in this Agreement gives or is
intended to give any rights of any kind to any third party, except as
expressly set forth herein.
14. Amendment, Waiver. No amendment to this Agreement shall be valid
unless such amendment is in writing and is signed by both of the parties to
this Agreement. Any of the terms and conditions of this Agreement may be
waived at any time in writing by the party entitled to the benefit thereof,
but a waiver in one instance shall not be deemed to constitute a waiver in
any other instance. A failure to enforce any provision of this Agreement
shall not operate as a waiver of the provision or of any other provision
hereof.
15. Severability. In the event that any provision of this Agreement shall
be held to be invalid, illegal or unenforceable in any circumstances, the
remaining provisions shall nevertheless remain in full force and effect and
shall be construed as if the unenforceable portion or portions were
deleted.
16. Governing Law. This Agreement shall be governed by and construed and
enforced in accordance with the laws of the State of California.
17. Jurisdiction. Any and all suits or actions, whether federal or state,
for any breach of this Agreement, or otherwise arising out of this
Agreement, shall be filed and prosecuted in any court of competent
jurisdiction in the City of Los Angeles, State of California. The parties
hereto hereby consent and submit to the jurisdiction of the courts in the
City of Los Angeles, State of California.
18. Notices. All notices or other communications hereunder shall be in
writing and shall be deemed to be given or made; on the same business day
when sent by confirmed facsimile, on the next business day after mailing
when delivered by overnight courier or on the fifth business day after
mailing if sent by first-class, registered or certified mail to the
following address or addresses or such other address or addresses as the
parties may designate in writing in accordance with this Section:
If to PTN: PTN MEDIA INC.
0000 X. Xxxxx Xxxxxx
Xxx Xxxxx, XX 00000
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with a copy to: Xxxxxxx X. Xxxxxx XX, Esq.
Xxxxxx Law Office
Music Row
000 00xx Xxxxxx X.
Xxxxxxxxx, XX 00000
000-000-0000 phone
000-000-0000 fax
If to XXXXX: Xxxxx Xxxxx
C/o Xxxxx X. Xxxxxx
Xxxxxxx Xxxxxx Agency, Inc.
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, XX 00000
000-000-0000 phone
000-000-0000 fax
With copy to: Xxxx X. Xxxxx, Esq.
Xxxxxxxxx Xxxxxxx
Xxx Place
0000 Xxxxxxxx Xx., X.X. 0xx Xx.
Xxxxxxx, XX 00000
000-000-0000 phone
000-000-0000 fax
19. Assignment. This Agreement shall be binding upon and inure to the
benefit of the parties and their respective successors and permitted
assigns. Neither party may assign its rights or obligations hereunder
without the prior written consent of the other party.
20. Execution in Counterparts. This Agreement may be executed by the
parties in counterparts, each of which when so executed and delivered shall
be deemed to be an original and all of which when taken together shall
constitute one and the same agreement. This Agreement may be executed by
facsimile, and signatures on a facsimile copy hereof shall be deemed
authorized original signatures.
IN WITNESS WHEREOF, each of the parties has executed this Agreement as of
the date set forth below.
DOUBLE M HOLDINGS, INC. PTN MEDIA, INC.
/s/ XXX X. XXXXX By: /s/ XXXXX XXXXXX
---------------------- --------------------
Name: XXX X. XXXXX Name: Xxxxx Xxxxxx
Title: PRESIDENT Title: President
