Exhibit 10.22
Certain portions of this letter agreement have
been omitted pursuant to a request for confidential treatment and
are replaced herein by ***. The omitted material has been filed
separately with the Securities and Exchange Commission.
July 15, 2003
Diamond Lane Productions
c/o Gang, Tyre, Ramer & Brown, Inc.
132 South Rodeo Drive
Beverly Hills, California 90212-2403
Ladies and Gentlemen:
Reference is made to the Agreement
dated as of January 20, 1987 between Diamond Lane Productions
(“DLP”) (DLP is the successor in interest to Steven
Spielberg) on the one hand and Universal City Development Partners,
Ltd., a Florida limited partnership (“UCDP”) (successor
in interest to Universal City Florida Partners) on the other, as
previously amended by Amendment dated February 5, 2001 (the
“Agreement”). Capitalized terms and terms in
quotation marks that are used herein without definition have the
respective meanings assigned to them in the Agreement. The
term “Universal Parties” as used in this letter
agreement means the undersigned Vivendi Universal Entertainment
LLLP and the undersigned Universal City Development Partners, Ltd.,
jointly and severally.
Notwithstanding that this letter
agreement is dated July 15, 2003, it shall apply retroactively to
the date Universal Studios Japan (“USJ”) opened to the
public, March 31, 2001.
1.
The parties agree that USJ is a Comparable Project, as defined in
Paragraph 9 of the Agreement, and that, as set forth in Paragraph
11.e. of the Agreement, but subject to the terms of this letter
agreement, DLP will receive compensation for Steven
Spielberg’s services in connection with USJ in the amount of
***% of 100% of the “gross revenues” of USJ, provided
that, ***% of 100% of such “gross revenues” of USJ
generated during the period through June 30, 2006 shall be
paid to DLP on a current basis (as set forth in paragraph 2
below) and the remaining ***% of 100% of the “gross
revenues” of USJ shall be deferred (as set forth in
paragraph 3 below). The entire ***% of 100% of the
“gross revenues” of USJ generated after June 30,
2006 shall be paid to DLP on a current basis in accordance with the
Agreement, but converted from Japanese Yen to U.S. Dollars in
accordance with paragraph 2 below.
2.
The Universal Parties shall pay to DLP, within 45 days after the
end of each calendar quarter, commencing with the calendar quarter
ending June 30, 2001 and ending with the calendar quarter ending
June 30, 2006, ***% of 100% of the “gross revenues” of
USJ generated during such quarter, converted from Japanese Yen to
U.S. Dollars at the applicable exchange rates in effect on each of
the dates during such calendar quarter that the Universal Parties
(or any of their respective subsidiaries or affiliates) received
payment of any fees that are calculated based on the “gross
revenues” of USJ. By way of example, if the Universal
Parties (or any of their respective subsidiaries or affiliates)
received a fee on August 15, 2003 based
upon Japanese Yen “gross revenues”
of USJ generated in July 2003, the calculation of both the ***%
payable with respect to such July 2003 generated “gross
revenues” after the end of the particular calendar quarter
and the ***% deferred pursuant to paragraph 3 below with
respect to such July 2003 generated “gross revenues”
shall be based upon the exchange rate in effect on August 15,
2003 applied to such July 2003 Japanese Yen generated “gross
revenues”.
3.
The remaining ***% of 100% of the “gross revenues” of
USJ generated during the period through June 30, 2006 that is
payable to DLP will be deferred, with interest commencing to accrue
with respect to the deferral for a particular calendar quarter on
the date that the remaining ***% of 100% of the &
