Exhibit 10.10
October 17, 2005
Mr. Patrick Darr
Ticketmaster Group Limited
Partnership
821 Capital Centre
Boulevard
Largo, Maryland 20774
Dear Pat:
Ticketmaster L.L.C., a Delaware
limited liability company (“Ticketmaster”) and
Ticketmaster Group Limited Partnership, a Maryland limited
partnership (“TGLP”) are parties to that certain
License Agreement dated as of May 23,1991, as amended by the
certain Amendment to License Agreement dated as of August 31,
1999 (as amended, “License Agreement”) pursuant to
which Ticketmaster granted TGLP an exclusive license and right to
the Ticketmaster System, name, logo and Mark in connection with
TGLP’s computerized event ticketing business in the Market
Area. Ticketmaster is upgrading the operating system for the System
(“Operating System”) and is providing TGLP with the
right to use such upgrade pursuant to the terms of the License
Agreement. In connection therewith, Ticketmaster has agreed to host
and manage the Operating System for TGLP, and TGLP has agreed to
purchase certain hardware related to the upgraded Operating System
and to pay certain operating expenses related to such hardware in
accordance with the terms and conditions of this letter agreement.
All terms used herein and not otherwise defined shall have the
meaning assigned to them in the License Agreement.
Ticketmaster shall manage and host
the upgraded Operating System on behalf of TGLP and warrants that
it shall exercise the same care in connection with such functions
that it exercises in connection with the management and hosting of
its operating systems on its own behalf.
TGLP agrees to purchase the hardware
set forth under Section A of Exhibit A attached hereto
for use in connection with such upgraded Operating System for
$57,200 which equals Ticketmaster’s cost for such hardware
plus 10%. The purchase price of such hardware shall be due within
thirty (30) days of receipt of such hardware. Since Ticketmaster is
managing the Operating System for TGLP, whenever Ticketmaster
introduces a new version or upgrades the Operating System or other
core ticketing components and such new version or upgrade requires
any upgrade or ch