1
Exhibit - 10.06
Amendment to the
Letter of Agreement
Dated August 1, 1999
(Current Date February 16, 2000)
[GARCIA LKS LETTERHEAD]
We have agreed to amend our original Letter of Agreement which designated
Garcia LKS as the Advertising Agency performing services for quepasa.com with a
term of appointment August 1, 1999 through July 31, 2000. This amendment will
modify and hereby replace previous agreements outlined in the following
sections of the Letter of Agreement: Exclusivity, Services, Agency Compensation
and Termination. The Amendment will thereby apply to the remainder of the term
beginning January 1, 2000 ending July 31, 2000.
EXCLUSIVITY
We, the Agency, reserve the right to perform services for other Internet
related companies including espanol.com and eOrbis.com, provided they are not
an Internet Search Engine/Portal in the U.S. Hispanic or Latin American space.
The Agency agrees to manage quepasa.com under strict confidentiality with a
separate and distinct team from espanol.com and eOrbis.com.
SERVICES
We, the Agency, agree to continue providing the services outlined in all the
sections a.) through l.) as designated in the Letter of Agreement for the
following detailed projects:
1
2
Distribution Vehicles
Agency will recommend additional distribution vehicles available through Q2 for
the promotional CDs. Responsibilities also include buying lists for direct
mail, space in magazines for polybaging the CD, space in newspapers for
inserting the CD, hiring AMM to manage and execute the college guerilla team to
hand out CDs, etc.
GLORIA 2000 TOUR
During Q1, Agency will recommend an integrated marketing plan to promote the
Client and the sponsorship of Gloria's tour in 26 US markets in Q3-Q4 '00. Plan
will include production of TV, Radio, Outdoor, Online, and Print creative and
the subsequent media plan. The 26-market tour will also be supported by local
and national PR and also be closely tied to the Education Initiative. Agency
will provide recommendations for the Education Initiative's role in the PR
efforts.
COMMUNITY EVENTS
Agency will provide a supporting role in the Client's community event
participation. When time permits, the Agency will provide point of views for
events. Also, as time permits, the Agency will be able to produce any support
print materials such as banners and flyers needed for such events. Agency will
not be attending events to manage on site unless a special need arises.
PUBLIC RELATIONS
Agency will only provide recommendations and point of views for specific
projects assigned throughout the year including NetZero initiative and Gloria
Tour.
BRAND ADVERTISING
Given our recommendation to continue investing in Brand Advertising, the Agency
will make tactical recommendations (mainly creative and media oriented) to
support ongoing presence for the brand in the community. Understanding budget
parameters, our challenge will be to
3
3
recommend advertising solutions for the Brand that supports the tactical
programs, (such as the launch of interactive services, new tools, etc.), and
strategically focus on positioning quepasa.com as the premiere U.S. Latino
community online.
AGENCY COMPENSATION
- -------------------
The Agency' compensation will change beginning January 1, 2000 through July 31,
2000 reflecting a reduction of the fee from $150,000 USD per month to $50,000
USD in January and $40,000 USD monthly for the subsequent months February 1,
2000 through July 31, 2000.
The remainder of the terms a.) through f.) outlined in the Letter of Agreement
remain unchanged.
TERMINATION OF AGREEMENT
- ------------------------
The details outlined in the section of the Letter of Agreement remain unchanged
with one exception, which reduces the 60-day written notice to a 30-day written
notice.
4
4
SIGNATURES
This Agreement is made, and entered into, by and between:
Quepasa.com, Inc.
One Arizona Center
400 East Van Buren
Phoenix, AZ 85004
(AS THE CLIENT)
AND
Garcia Sosa, Ltd., d.b.a. Garcia LKS
719 S. Flores
San Antonio, TX 78204
(AS THE AGENCY)
Executed in on the day of , year
-------------------------- ------ ------ -------
By /s/ Gary L. Trujillo
------------------------------------------------------
(Client signature - Authorized Officer)
- -----------------------------------------------------------
(Title)
By /s/ Luis Garcia
-------------------------------------------------------
(Agency's signature - Authorized Officer)
Managing Director
- -----------------------------------------------------------
(Title)
5
5
SIGNATURES
This Agreement is made, and entered into, by and between:
Quepasa.com, Inc.
One Arizona Center
400 East Van Buren
Phoenix, AZ 85004
(AS THE CLIENT)
AND
Garcia Sosa, Ltd., d.b.a. Garcia LKS
719 S. Flores
San Antonio, TX 78204
(AS THE AGENCY)
Executed in Phoenix, AZ on the 17 day of Feb , year 2000
--------------- ------ ------- -------
By /s/ Gary L. Trujillo
-------------------------------------------------------------------
(Client signature - Authorized Officer)
Chairman / CEO
- ----------------------------------------------------------------------
(Title)
By /s/ Luis Garcia
-------------------------------------------------------------------
(Agency's signature - Authorized Officer)
Managing Director
- ----------------------------------------------------------------------
(Title)
5