EXHIBIT 99.6
AMENDMENT TO SOFTWARE LICENSE AND DISTRIBUTION AGREEMENT
The Software License and Distribution Agreement dated November 1, 2001
("Agreement") by and between Human Concepts, LLC, of Mill Valley, CA ("HC") and
International Microcomputer Software, Inc., a California corporation ("IMSI"),
is hereby amended effective as of April 1, 2003 ("Amendment") as follows:
1. The following language is hereby added to the end of Paragraph 3.1 Grant Of
License to Standard Version:
"IMSI shall have the right to distribute and sell the Standard Version on an
exclusive basis to Resellers until June 30, 2003. Thereafter, IMSI shall have no
further distribution rights with respect to the Standard Version to any
Resellers other than ▇▇▇▇▇▇. IMSI shall have the exclusive right to distribute
and sell the Standard Version to ▇▇▇▇▇▇ and the non-exclusive right to
distribute and sell the Standard Version to End-Users until December 31, 2003,
at which time such rights shall also terminate."
2. The following language is hereby added to the end of Paragraph 3.2 Grant Of
License to Professional Version:
"IMSI shall have the right to distribute and sell the Professional Version on an
exclusive basis to Resellers until June 30, 2003. Thereafter, IMSI shall have no
further distribution rights with respect to the Professional Version to any
Resellers other than ▇▇▇▇▇▇. IMSI shall have the exclusive right to distribute
and sell the Professional Version to ▇▇▇▇▇▇ and the non-exclusive right to
distribute and sell the Professional Version to End-Users until December 31,
2003, at which time such rights shall also terminate."
3. In Paragraph 3.3 Exclusivity the first and last sentences are hereby deleted
in their entirety.
4. Paragraph 3.4 Loss of Exclusivity is hereby deleted in its entirety.
5. In the third line of Paragraph 7.2 Royalties on Standard Version, immediately
after the language "...for such copy," the following language is hereby added:
"(and in the case of sales to ▇▇▇▇▇▇ by IMSI on and after July 1, 2003, fifty
percent (50%) of the Net Revenue from each copy)".
6. The following language is hereby added to the end of Paragraph 7.6 Timing of
Payments:
"Notwithstanding the foregoing, any and all royalties earned by HC under this
Agreement through January 31, 2003, and unpaid by IMSI as of the date of this
Amendment are forgiven and shall not be due and owing to HC. Royalties due under
this Agreement for the months of February and March, 2003, shall be forty
percent (40%) of the amount otherwise required by this Article 7. Payments and
Reports (the other 60% shall be forgiven), and this amount shall be due and
payable by IMSI no later than May 15, 2003. Royalties due for under this
Agreement for the months of April, May, and June, 2003, shall be forty percent
(40%) of the amount otherwise required by this Article 7. Payments and Reports
(the other 60% shall be forgiven), and this amount shall be due and payable by
IMSI no later than August 15, 2003."
7. Paragraph 10.3 Failure to Pay Minimum Royalties is hereby deleted in its
entirety.
8. Paragraph 10.4 Buy-Out by HC is hereby deleted in its entirety.
All other terms and conditions of the Agreement are left unchanged and are
hereby reaffirmed.
IMSI HUMAN CONCEPTS, LLC
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ /s/ ▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
President CEO
