EXHIBIT 10.13
December ,
2007
HSW
International, Inc.
One Capital City
Plaza
3350 Peachtree Road,
Suite 1500
Atlanta, Georgia
30326
RE:
Trademark License Option
Gentlemen:
Reference is hereby made to (i) that certain Letter Agreement
regarding trademark license option (the “Original Letter
Agreement’), dated as of April 20, 2006, by and between
HSW International, Inc. (the “Corporation”) and
HowStuffWorks, Inc. (“HSW”), (ii) that
certain Contribution Agreement, dated as of October 2, 2007,
between the Corporation and HSW regarding the contribution of
certain rights and assets in China and related regions (the
“PRC Contribution Agreement”), (iii) that certain
Contribution Agreement, dated as of October 2, 2007, between
the Corporation and HSW regarding the contribution of certain
rights and assets in Brazil (the “Brazil Contribution
Agreement” and together with the PRC Contribution Agreement,
the “Contribution Agreements”), and (iv) that
certain Amended and Restated Letter Agreement regarding India and
Russia, dated on or about the date hereof, between the Corporation
and HSW (the “India/Russia Letter Agreement”).
The Corporation and HSW desire to amend and restate the Original
Letter Agreement in its entirety as set forth in this Amended and
Restated Letter Agreement.
The Corporation and HSW hereby agree as follows:
1.
The Corporation shall have an option to an exclusive license from
HSW for the Chinese and/or Portuguese transla