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EXHIBIT 10.42
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As of October 8, 1999
Board of Directors of
▇▇▇▇ ▇▇▇ Media, Inc.
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Re: Amendment to Employment Agreement/Rights Agreement
Ladies and Gentlemen:
Reference is made to that certain Employment Agreement/Rights
Agreement dated as of October 15, 1998 (the "Agreement"), with ▇▇▇▇ ▇▇▇ Media,
Inc., as successor-in-interest to ▇▇▇▇ ▇▇▇ Entertainment, Inc. (the "Company").
I have been represented by financial advisors and independent
counsel of my own choice throughout all negotiations which have preceded the
execution of this letter agreement, and have executed this letter agreement with
the consent and upon the advice of such independent advisors, or have knowingly,
voluntarily and willingly waived the right to such independent advisors. I
represent and warrant to the Company that no person, or any agent or attorney of
any person, has made any promise, representation or warranty whatsoever, express
or implied, not contained in this letter agreement concerning the subject matter
hereof to induce the execution of this letter agreement and acknowledge
execution of this letter agreement was not in reliance upon any promise,
representation or warranty not contained in this letter agreement. I hereby
relinquish all right, title and interest to receive ten percent (10%) of all net
profits after taxes reported by the Company on its Federal Tax Return as
provided for in Section 3(b) of the Agreement. Except as otherwise amended
hereby, the Agreement shall remain in full force and effect.
If you have any questions regarding the foregoing, please feel
free to contact the undersigned.
EXCELSIOR!
/s/ ▇▇▇▇ ▇▇▇
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ACCEPTED AND APPROVED:
▇▇▇▇ ▇▇▇ Media, Inc.
By: /s/ Gill Champion
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Gill Champion,
Chief Operating Officer
Dated: October 22, 1999.