Exhibit 10.38
AMENDMENT TO INTERNATIONAL EXCLUSIVE LICENSE AGREEMENT
This Amendment is made and entered into by and between BHPC Marketing, Inc.
("LICENSOR") and I.C. ▇▇▇▇▇▇ Europe, S.L. ("LICENSEE") and is dated as of
November 12, 1998. This Amendment amends and modifies that certain
International Exclusive License Agreement between LICENSOR and LICENSEE,
dated August 15, 1996 (the "Agreement").
(I)
The promises, covenants, agreements and declarations made and set forth
herein are intended to and shall have the same force and effect as if set
forth at length in the body of the Agreement. To the extent that the
provisions of this Amendment are inconsistent with the terms and conditions
of the Agreement, the terms set forth herein shall control.
(II)
1. Effective as of April 1, 1999, item 2 of the License Agreement Detail
Schedule is hereby deleted in its entirety, and the following is hereby
inserted in its place and stead:
"2. Definition of Licensed Product (by category):
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Men's apparel including denim sportswear, outerwear, woven shirts,
knit and woven casual pants and shorts, sweaters, basic and fashion
fleece tops and bottoms, overalls and shortalls, knit tops
(including t-shirts and polo shirts), swimwear, and warm-ups
(excluding suits, ties, dress shirts, underwear, shoes, overcoats,
and full-length rainwear).
Women's apparel including slacks, skirts, dresses, sweaters,
outerwear, blouses and jeans"
2. Effective as of January 1, 1999, Item 7.(D) of the License Agreement Detail
Schedule is hereby amended to change and insert the following:
"7. Guarantees: in U.S. Dollars
----------- ---------------
(D) Guaranteed Monthly
Royalty Payments
Third Contract Year $10,000.00"
AMENDMENT TO INTERNATIONAL EXCLUSIVE LICENSE AGREEMENT
Product Category: Wholesale Sales
I.C. ▇▇▇▇▇▇ EUROPE, S.L.
Page Two of Two
(III)
LICENSOR AND LICENSEE acknowledge and agree that the Agreement, as amended by
this Amendment, remains in full force and effect and represents the entire
agreement of the parties with respect to the matters contained herein.
IN WITNESS WHEREOF, the parties hereto agree that this Amendment shall take
effect as of the date and year first written above.
LICENSOR: LICENSEE:
BHPC MARKETING, INC. I.C. ▇▇▇▇▇▇ EUROPE, S.L.
BY: /s/▇▇▇ ▇▇▇▇▇▇▇▇ BY: /s/▇▇▇▇▇▇ ▇▇▇▇▇
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▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
Vice President Chairman of the Board, Co-C.E.O.
DATE: 11/30/98 DATE: 12/2/98
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BY: /s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ BY: /s/▇▇▇▇▇▇ ▇▇▇▇
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▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇
Treasurer/Director President, Co-C.E.O.
DATE: 11/30/98 DATE: 12/4/98
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