AMENDMENT TO
ASSET PURCHASE AGREEMENT
AMENDMENT TO ASSET PURCHASE AGREEMENT ("Amendment"), dated as of October 7,
1997, between IT Network, Inc. a Texas corporation ("Buyer") and Brite Voice
System, Inc., a Kansas corporation ("Seller").
WHEREAS, Seller and Buyer have entered into an Asset Purchase Agreement
dated as of September 23, 1997 (the "Agreement") and the parties desire to enter
into this Amendment for the purpose of clarifying the Agreement;
NOW, THEREFORE, in consideration of the premises and the mutual covenants
and agreements herein contained, and intending to be legally bound hereby,
Seller and Buyer agree as follows:
1. AMENDMENT. The terms of the Agreement shall remain unchanged and in
full force and effect, unless expressly amended by this Amendment.
2. DEFINITION CLARIFICATION. The definition of the term "Business" as
set forth in Section 1.1 of the Agreement is amended to include the following
sentence at the end thereof:
"Such term shall not include either the sale of advertising sponsorships to
various categories of CityLine audiotex information made available through
audiotex systems owned or leased to CityLine customers or the management of such
audiotex systems and advertisers for such CityLine customers."
3. SCHEDULE 1.1(a).
3.1 The list of written contracts attached to Schedule 1.1(a) is amended
by adding under the category "Suppliers" at page 14 thereof, the following
contracts:
Customer Name Type Agreement Date
------------- -------------- ----
ACCU Weather Agreement January 6, 1995
BPI Entertainment News Wire Letter Amendment October 1, 1997
Commodity Quotations, Inc. Xxxxxxxx Service Marketing November 6, 1990
Representative Agreement
The Western Information Network Amendment to Letter Agreement January 9, 1997
3.2 Schedule 1.1(a) is amended by adding new paragraphs 5 and 6 at page 1
thereof, as follows:
"5. Seller has an oral agreement with BPI Entertainment News Wire for the
use of BPI's Billboard Charts. Seller currently pays BPI
Entertainment News Wire a monthly fee of $560.00.
6. Seller has an oral agreement with Network Music for the use of music
in connection with audiotex information. Seller currently pays
Network Music a monthly fee of $172.50."
3.3 Schedule 1.1(a) shall be deemed amended as of the date of the
Agreement, as if said Schedule had originally contained references to the
foregoing contracts.
IN WITNESS WHEREOF, the parties have executed this Amendment, or caused
this Amendment to be executed by their duly authorized representatives, as of
the day and year first above written.
IT NETWORK, INC.
By: /s/ Xxx X. Xxxxxxxx
-------------------------
Xxx X. Xxxxxxxx
Executive Vice President
BRITE VOICE SYSTEMS, INC.
By: /s/ Xxxxxx X. Xxxxx
-------------------------
Xxxxxx X. Xxxxx
Executive Vice President
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