AGREEMENT, dated as of March 15, 1997, by and among JENNICOR, LLC, a New York limited liability
company with its principal office located at 1230 Baptist Church Road, Yorktown Heights, New York 10598
("Jennicor"), and Gemma Global, Inc., a Nevada corporation with its principal office at 12868 Via Latina, Del
Mar, California 92014 (the "Licensee").
By an Agreement dated December 6, 1995, Jennicor became the holder of, and holds the exclusive right to use
the name and likeness of Ms. Jennifer Puddefoot Gucci (The "Jennifer Gucci Name") and the name and likeness
of Gemma Gucci (The "Gemma Gucci Name") in connection with the manufacture, marketing, sale and
distribution of certain goods.
Licensee Desires to Obtain from Jennicor the Right to Use the Gemma Gucci Name and Certain Trademarks in
Connection with the Manufacture, Sale and Distribution of Certain Goods in the U.S. And Canada, and Jennicor
desires to grant such right upon the terms and conditions set forth herein. Therefore, the parties agree as follows:
1. License and Grant.
(a) Jennicor and the Licensee agree to develop one or more trademarks to designate the goods sold under the
Gemma Gucci Name, which marks are to be owned by Jennicor (the "Jennicor Marks").
(b) Jennicor hereby grants to the Licensee, upon the terms and subject to the conditions of this Agreement, the
exclusive right to use the Gemma Gucci Name and the Jennicor Marks upon, and in connection with, the
manufacture of ladies' shoes (collectively, the "Products") in the United States, its territories and possessions, and
(collectively, the "Territory"), and the marketing, sale and distribution of the Products under such name and marks
(i) for resale to mass market, middle tier stores and specialty stores, department stores in the Territory; and (ii)
directly to consumers through direct response television programming and other electronic media, including but
not limited to the Internet.
(c) The Licensee shall manufacture and sell under