Warner Music Group Corp. - FORM 10-Q - EX-10.1 - FIRST LETTER AMENDMENT (DATED JANUARY 14, 2011) - May 10, 2011

Attached files

file filename
EX-32.2 - CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350 - Warner Music Group Corp.dex322.htm
EX-31.1 - CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER - Warner Music Group Corp.dex311.htm
EX-10.2 - SECOND LETTER AMENDMENT (DATED JANUARY 21, 2011) - Warner Music Group Corp.dex102.htm
EX-10.3 - EXTENSION AMENDMENT (DATED JANUARY 25, 2011) - Warner Music Group Corp.dex103.htm
EX-32.1 - CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350 - Warner Music Group Corp.dex321.htm
EX-10.4 - SEPARATION AGREEMENT AND RELEASE, DATED JANUARY 1, 2011 - Warner Music Group Corp.dex104.htm
EX-31.2 - CERTIFICATION OF THE CHIEF FINANCIAL OFFICER - Warner Music Group Corp.dex312.htm
10-Q - FORM 10-Q - Warner Music Group Corp.d10q.htm

Exhibit 10.1

 

   LOGO
  

860 Via de la Paz, Suite F-4

Pacific Palisades, California

USA 90272

  

T 310 230 9966

F 310 230 9969 howardberman@cinram.com

January 14, 2011

VIA EMAIL

Ari Taitz, Esq.

Senior Vice President, Business & Legal Affairs

Warner Music Group

75 Rockefeller Plaza

New York, NY 10019

 

Re: First Letter Amendment to:

(i) US/Canada Manufacturing and PP&S Agreement dated as of July 1, 2010 (the “US Agreement”) between (a) Warner-Electra-Atlantic Corporation (“WEA”), on the one hand and (b) Cinram International Inc. (“CII”), Cinram Manufacturing LLC and Cinram Distribution LLC, on the other hand; and

(ii) International Manufacturing and PP&S Agreement dated as of July 1, 2010 (the “International Agreement”) between (a) WEA International Inc. (“WMI”), on the one hand and (b) CII, Cinram GmbH and Cinram Operations UK Limited

Dear Ari:

This letter (the “First Letter Amendment”) memorializes our understanding and agreement regarding the extension of the covenant regarding the refinance of the “Long-Term Debt” under the US Agreement and the International Agreement as follows:

1. Section 5(b)(vi) of the US Agreement is hereby amended to replace the January 14, 2011 date and the January 14, 2010 date therein with January 21, 2011 in each place such dates appears; and

2. Section 3(b)(vi) of the International Agreement is hereby amended to replace the January 14, 2011 date therein with January 21, 2011 in each place such date appears.

Please sign this First Letter Amendment in the spaces provided below to indicate your agreement with the above and return to me at your earliest opportunity. When signed by WEA, WMI and CII, this First Letter Amendment shall constitute an amendment to each of the US Agreement and the International Agreement. CII agrees to obtain the consent to the foregoing amendment by its subsidiaries that are party to the US Agreement and the International Agreement, to the extent required to cause such amendment to be effective with respect to such subsidiary.

Mr. Ari Taitz

January 14, 2011

Page 2

Except as herein amended, the US Agreement and the International Agreement shall remain in full force and effect, without modification.

 

Very truly yours,
/s/ Howard Z. Berman
Howard Z. Berman
Senior V.P. and General Counsel
ACCEPTED AND AGREED TO:

 

WARNER-ELEKTRA-ATLANTIC CORPORATION     CINRAM INTERNATIONAL INC.
By:   /s/ Ari Taitz     By:   /s/ Howard Z. Berman
Name:   Ari Taitz     Name:   Howard Z. Berman
Title:   SVP, Bus. & Legal Affairs     Title:   Senior V.P. and General Counsel

 

WEA INTERNATIONAL INC.
By:   /s/ Paul Robinson
Name:   Paul Robinson
Title:   VP

Warner Music Group Corp. Reports