Exhibit
10(a)
CONFIDENTIAL
Confidential Treatment Requested.
Confidential portions of this document have been redacted and have
been separately filed with the Securities and Exchange
Commission.
Amendment One to Master Services
Agreement
Between
ADVO, Inc. – Affinity
Express, Inc.
THIS CONTRACT
AMENDMENT ONE (this “Amendment”)
is entered into as of December 11, 2006 (the “Effective
Date”) between ADVO, Inc. a Delaware Corporation having its
principal offices at One Targeting Centre, Windsor CT 06095
(“ADVO”), and Affinity Express, Inc., a Delaware
Corporation having its principal office at 2200 Point Blvd., Suite
130, Elgin, IL 60123 (“AE”) or as mutually referred to
as the (“Parties”) is intended to amend certain terms
and conditions contained in the original Master Services Agreement
dated April 24 th
,
2006.
The terms of this Amendment are
intended to modify the terms of the Master Services Agreement
(“MSA”), and to be interpreted in a manner consistent
with the MSA. However, where a right or duty described in this
Amendment directly conflicts with a right or duty described in the
MSA, and is therefore incapable of interpretation consistent with
the MSA, then the right or duty described in this Amendment shall
prevail.
ADVO and Affinity Express have
agreed to the following Fixed Fee Ramp Plan (table 1.0). The
payments to AE will be adjusted accordingly to the actual progress
toward moving work from the hubs to Affinity Express. [***] If the
transition plan is accelerated, both parties agree to make an
appropriate adjustment to the scheduled monthly
