Affiliation Agreement for DBS Satellite Exhibition of Cable Programming [Amendment No. 1] - Playboy Entertainment Group Inc. and DirecTV Inc.
FIRST AMENDMENT TO
AFFILIATION AGREEMENT FOR DBS SATELLITE EXHIBITION
OF CABLE PROGRAMMING
This First Amendment to that certain "Affiliation Agreement for DBS
Satellite Exhibition of Cable Programming" made as of November 15, 1993 between
Playboy Entertainment Group, Inc., a Delaware corporation ("Programmer") with
offices at 9242 Beverly Blvd., Beverly Hills, CA 90210, and DirecTv, Inc., a
California corporation with offices at 2230 East Imperial Highway, El Segundo,
California 90245 ("Affiliate") (the "Original Agreement") is made and entered
into as of April 19, 1994.
For other good and valuable consideration, the receipt and adequacy of
which is hereby acknowledged:
1. Amendment. The parties hereto amend the Original Agreement as follows:
a. The last two sentences of Section 2(a)(i)/1/ of the Original
Agreement (the "Original Sentences") are deleted in their entirety
and are replaced with the following sentence:
To the extent that a DirecTv Subscriber prepays any portion of
monies owed solely in connection with Affiliate's distribution of
the Service, then the amount prepaid shall not be included in
Gross Receipts unless and until a Credit Transaction in connection
with prepayments for the Service (as defined below in Section 2(a)
(ii)(A)) has occurred which is credited against such prepayment.
2. No Other Amendment. Except as specifically provided above in Section 1,
all terms and provisions of the Original Agreement shall remain
unmodified and in full force and effect.
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1. Which read as follows: "To the extent that a DirecTv Subscriber prepays any
portion of monies owed solely in connection with Affiliate's distribution of the
Service, then the amount prepaid shall be included in Gross Receipts for the
calendar month in which such prepayment was received. Affiliate shall deduct
the amount of any Credit Transaction (as defined below in Section 2(a)(ii)), as
such amount is reasonably determined by Affiliate, from the Gross Receipts of
the calendar month in which such Credit Transaction occurs."
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3. Possible Future Amendment of the Original Agreement. The parties agree
that upon the earlier to occur of (i) the time at which Affiliates financial
system is reasonably capable of including prepayments in Gross Receipts for the
calendar month in which a prepayment is received (as determined by Affiliate in
its reasonable discretion) or (ii) the time at which Affiliate accounts to any
of its other distributors for prepayments in the calendar month in which a
prepayment is received rather than at the time at which a DirecTV Subscribers
views the programming (if either event actually occurs), then the Original
Agreement shall be deemed to be amended such that the Original Sentences are
inserted in place of the amendment set forth in Section 1, above. Each of the
parties agrees that, if either event actually occurs, then it will promptly
execute such documents as are reasonably necessary to memorialize such
amendment.
4. Counterparts. This First Amendment may be executed in counterparts, each
of which shall be deemed to an original, and all such counterparts together
shall constitute but one and the same instrument.
IN WITNESS WHEREOF, this First Amendment is duly executed by the parties as
of the date first written above.
DIRECTV, INC. PLAYBOY ENTERTAINMENT
GROUP, INC.
By: /s/ Larry N. Chapman By: /s/ Myron DuBow
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Larry N. Chapman Name: Myron DuBow
Vice President, Programming Title: Senior V.P.
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