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WRESTLING...

A Time Wamer Company

A DIViSiON OF TURNER SPORTS

ONE CNN CENTER, Ba< 105366. Atlanta. GA 303485366
(404) 603-3123

May 29, 1998

c; PLAINTIFF'S
_-- -< EXH__<aS
IBIT
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Mr. Terry Bollea

130 Willadel Drive
Belleair, FL 34616
Re:

LEITER OF AGREEMENT

DearTeny:
This Jetter will c onfirm the principal terms and conditions of the parties, World Championship
Wrestling, Inc. ("WCW") and Terry Bollea p/k/a "Hulk Hogan" ("Bollea") to enter into an
agreement to renew and extend the October IS, 1996 Letter of Agreement between the parties.
Unless otherwise extended or terminated pursuant to the terms and conditions
herein, the term of this Agreement shall begin on May 29, 1998 and shall continue for a period of
four (4) years through May 28, 2002 (the "Term").
1.

TERM:

BONUS: In consideration of Bollea's performance here1111der, WCW shall pay to Bollea

2.
a bonus in the arnowit of Two Million Dollars ($2,000,000) to be paid within fourteen (14) days
after Bollea's execution and delivery of this Letter of Agreement (the "Agreement") to WCW.
3.

PAY PER VIEW EVENTS

(6) pay per view ("PPV") events (the

(I) through Three (3) of this Agreement. Bollea will be the

A. Bollea will promote, appear, wrestle and perform at six

"Events") per year during Years One

featured wrestler at each of the Events.

:s. "ln consiaeratiorilotl36T1ea's parficipafion in lhe"Events,"Wt:W Shill compensate"Bollea !he

greater of Fifteen percent (15%) of One H1111dred percent (100%) of domestic PPV cable sales
received bywcw for eaCli"Event or as"txllwi!lre(fSevency=FiveJhousanilno1lars "{$575,UOO )

guarantee payment (the PPV Guarantee Payment) per Event.

C. WCW shall pay Bollea One Million Three Hundred and Fifty Thousand Dollars ($1,350,000)
on July J, November I and February I ofYears One (1) through Tiu-ee (3) of this Agreement as

an advance of the PPV Guarantee Payment.

D. ln addition to the above PPV Guarantee Payment, WCW shall pay Bollea for each PPV

Event in which he so participates, pursuant to the following

"Incentive Compensation" schedule:

wcw 015754

CONFIDENTIAL

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Buy Rate of

1.5 to 1.79:
1.8 to 1.99:
2.0 to 2.49:

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250,000 per event

375,000 per event

500,000 per event

2.5 to 2.99:

850,000 per event

3.0 to 3.49:

1,250,000 per event

3.5 +

1,750,000 per event

E. Incentive Compensation payments and adjustments to the PPV Guarantee Payment based on

PPV domestic cable sales shall be calculated at sixty ( 60) days after the PPV event and monthly
thereafter. Incentive Compensation and adjustment payments due, if any, shall be made within
ten (I 0) days of the calculation dates.
4.

WCW NITRO AND THUNDER APPEARANCES

D"ring Years One {I) through Three {3) of this Agreement, Bollea shall promote, appear, wrestle
anc oerform as requested by WCW at WCW Nitro and WCW Thunder events. In consideration
for Bollea's participation in any such events, WCW shall pay Bollea twenty-five percent (25%)
of the gross {after tax) arena ticket revenues for each WCW Nitro and/or WCW Thunder in
which he appears and wrestles, however, in no event will Bollea's compensation be less than
Twenty-Five Thousand Dollars ($25,000) per event. Such amounts will be paid to Bollea on the
next regularly scheduled WCW talent pay date for the period within which the Nitro or Thunder
occurs.

5.

"TELEVISION TAPING" PARTICIPATION

During Years One { l) through Three (3) of this Agreement, Bollea will appear and perform at
sixteen {16) mutually agreed upon WCW "Television Tapings" during each calendar year of the
Term. Bollea's appearance and/or P.articipation at such tapings sball be at no additional cost to

wcw.

6.

NON-TELEVISED HOUSE SHOWS

During Years One ( 1) through Three (3) of this Agreement, Bollea will appear and perform at a
reasonable number of non-televised house shows as reasonably requested by WCW. In
-oomiiOOretton fo&rBeUee!spartioipetioo ia any oon-televised.l!Gusc diGws, WCW .slia1l
compensate Bollea twenty-five percent (25%) of the gross {after tax) arena ticket revenues for

--on:k-ooa-televisedhausc show in whlch BcUea nppe&."G ami!pcrfomu. .P.a.ymentto Bollea fJJr

any non-televised house shows shall be paid.within thirty (30) days from the date of the house
show. Such amounts will be paid to Bollea on the next regularly scheduled WCW talent pay
date for the period within which the non-televised house show occurs.
7.

INTERNATIONAL ARENA DATES

During the Term of this Agreement, WCW and Bollea shall have a "mutual option" for Bollea to
promote, appear, wrestle and perform in mutually agreeable International arena events. For

wcwo1s1ss

CONFIDENTIAL

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p urposes of this section, a "mutual option" shall mean that either party may propose terms for
in such events a'ld the ct.lier pa.Tty may accept or reje.ct such proposal . In
the e vent the parties reach agreement on Bollea's participation therein, such agreement shall be
BoJJea's pa."1icipation

reflected in a separate writing signed by the parties.

8.

YEAR 4 COMPENSATION

WCW shal l compensate Bollea a One Hundred Thousand Dollars ($100,000) consultant fee for
Year Four (4) of this A greement . In the event that Bollea provides any wrestling services in
Year Four (4), B o Ilea shall be entitled to compensation on a per event basis according to the pay
structure set forth in sections

9.

3,4,5,6 and 7.

MERCHANDISING/LICENSING ACTMTIES

A Except for '.1ose specific Titan merchandising items that Bollea's counsel has previously

disclosed in w. 'ting and as otherwise provided herein, Bollea grants WCW the exclusive
(including to the xclusion ofBollea) worldwide merchandising and licensing rights to Bollea's

name, image, likeness, voice, characters and any and all ofBollea's other distinctive and identifying
indicia as used by or associated with Bollea only in the business of professional wrestling (' 'Bollea's
"Intellectual Pro perty"):
For use in connection with wrestling related merchandise sold via company owned
1.
retail stores, catalog, telemarketing, Compuserve/Internet and related sources (on a non
exclusive basis) and at arenas or related events;
For use in connection with the continua tion of those products or services set out in
the specific license agreements previously entered into by WCW (as noted in the attached
list);

2.

3.

For use in connection with those wrestling related products or services set out in any
license agreements entered into by WCW during the Tenn of the second Renewal
Agreement. WCW will not enter into license agreements for products or services which
may be covered by any license agreement entered into by Bollea (provided WCW has prior

written notice of such from Bollea).

-4.

f.ar-wie tn-oormoot1on Vl<i!h W.CVtKploi-tati.an .ifi.the.area-ef-me!Qn;poN, Vlhicli.

currently includes NASCAR racing and Monster Trucks;

5.

For use in connection with WCWs exploitation of900#/call-in telephone lines (as
provided in para graph 9F bel ow)
.

B. To the extent WCW enters into any li cense agreement as provided herein, WCW shall furnish
to Bollea all such merchandising and licensing materials and items forBollea's approval (not to

be unreasonably withheld or delayed) with respect to the creative portrayal ofBollea's

Intellectua l Property on such materials and items. WCW warrants that it shall not enier into
merchandi sing or licensing projects utilizing tlie Intellectual Property which might denigrate or

WCW 015756
CONFIDENT!Jl.L

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ad versely affect Bollea. WCW acknowledges that Bo Ilea retains the right to exploit his name,
image, likeness, voice and character (specifically excluding any WCW trademar!r or service
marks including but not limited to

WCW and NWO) in connection with non-wrestling related

merchandising and licensing including, but

not limited to, pasta, pasta restaurants, sandwiches,

sun tan oil, health drink mixers, vitamins and merchandise related to Bollea's movies, television
movies and non-wrestling television appearances.
C. Bollea shall receive a royal
received by WCW on al

of fifty percent (50%) of the Net Receipts (as defined herein)

erchand1s sold directly by WCW to any consumer incorporating

"Hulk Hogan," "Hollywoo

ogan" or Bollea's name, likeness or character. Net Receipts shall

be defined as gross receipts less actUally incurred out of pocket expenses associated

with the

manufacture and sale of such merchandise. In the event Bollea's name, likeness or character

used herein

conjunction with other names, likenesses or characters, Bollea shall receive

percent (50%) of the pro :ata portion of the Net Receipts received by WCW.

are

fifty

D. Bollea shall receive offifty percent (50%) of the Actual License Fees (as herein
defined) received by W the licensing of "Hulk Hogan" or Bollea's name, likeness or

t r distributor
character. Actual License Fees shall be defined as license fees actually received afe

ent. In the event Bollca's

fees and
ect e enses actually incurred and not to exceed fi
name, likeness or c aracter are use
erem m con1unc ion with other names, likenesses or
characters, Bollea shall receive fifty percent (50%) of the pro rata portion of the Actual License

--l'ees received.b}LWCW.

____ _

E. During the period

in which Bollca is a member of the New World Order ("NWO"), Bollca

will receive a promotional fee for promoting the NWO (wearing the name while wrestling, on
air, in photo shoots, etc.) of Twenty Thousand Dollars ($20,000) per month. The foregoing
notwithstanding, in no event will Bollea's annual promotional fee as herein provided be less than
twenty-five percent (25%) of WCWs Net Receipts and Actual License Fees (as provided in C
and D above) for generic non-talent specific NWO merchandise. Any adjustments to the

promotional fee as herein provided ; shall be calculated on a quarterly basis (ie., March 31, June
30, September 30 and December 31) to be paid within twenty (20) days from the end of each
such quarter.
F. Should WCW create a 900#/call-in hotline featuring "Hulk Hogan" or "Hollywood Hogan"
and should Bollea be available to provide recordings for said 900#, Bollea shall receive one

hu.ndr.ed pCEce11t-{lOO)-.o.f W.CW'.i; Net &ea.w:s .(as .her.ei.n.defuac:d from .&lle.a!s .featl.w:{s.on
such Hotline. "Net Revenues" are defined as actual revenues received and retained by WCW
. .a.'id .generated by c!omeitic 900# .hotlme sales.
G. Any payments due to Bollca pursuant to sections 9C, 9D and 9F, shall be calculated on a
quarterly basis and paid within twenty (20) days after the end of each quaner. Any payments
due under this subparagraph shall be accompanied b y a royalty statement

H. Bollea

shall not be entitled to any share of any revenues derived by WCW from the sale or

other exploitation of the Intellectual Property in connection with (i) any wrestling magazine

published and distributed by WCW (or its licensees), or (ii) the sale or licensing

in any medium,

market or form ofvideocassettes of any wrestling matches or other events sponsored by WCW.

wcw 015757
CONFIDENTIAL

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10. CONDITIONS PRECEDENT

addition to the other conditions contained herein, the parties' obligations to enter into this
Agreement shall be specifically contingent upon:
In

A. WCWs receipt ofan agreement from Marvel, satisfactory to WCW, extending through the
term ofthis Agreement and authorizing Bollea to promote, appear, wrestle and otherwise
perform his obligations hereunder (including merchandising and licensing) utilizing the name
"Hulk Hogan" (and to allow WCW to do the same). WCW shall use its best efforts to negotiate
such an agreement with Marvel, however, WCW shall haye no authority to commit or bind
Bollea without Bollea's written consent. In the event an agreement with Marvel satisfactory to
WCW is concluded: (i) such agreement shall be incorporated in this Agreement by reference,
and (ii) Bollea shall represent and warrant in this Agreement that no third party has any
ownership interest in any name or trader, 1ark which would preclude or restrict the use of"Hulk
Hogan" a5 contemplated hereunder, exec;'\ for previously disclosed Titan merchandising items.
B. Bollea's submission to a drug test pursuant to WCWs Substance Abuse Policy, which Bollea
agrees he has received and reviewed, and a finding based on such test indicating that Bollea is
not currently using any illegal drugs, steroids or other substances prohibited by WCW.
11.

ADDITJONAL TERMS AND CONDITIONS .

A. Bollea shall represent and warrant, inter alia, that he has the full right, authority and ability
to promote, appear, wrestle and perform, and to otherwise perform his obligations, all as
contemplated herein, and that the execution, delivery and performance of this Agreement has
been consented to and authorized by all individuals or entities required to consent to and
authorize the same, will not contravene any law, regulation judgment or decree applicable to
Bollea, and will not cause or result in a breach of or default IUlder any other agreement, contract
or understanding to which Bollea is a party, or require any payment by WCW under such,
including without limitation that certain letter agreement between Bollea, Titan Sports and
Marvel dated March 25, 1985 (the "Marvel Agreement"), the Merchandising Agreement between
Bollea and Titan Sports dated January I, 1985 and the letter agreement between Bollea and Titan
Sports dated November 20, 1992 (collectively the "Titan Agreements"). Such representations
and warranties shall be supported by indemnification by Bollea acceptable to WCW.

B. WCW shall have the right of first negotiation (to last no longer than fourteen (14) days
fcinow'ing the end cff theTemt) forBo1lea's wrestling and wrestling reiated services for the
twelve (12) month period following the termination ofthisAgreement.

C. When required to travel for WCW as contP.mplated hereunder, Bollea will receive first-class
air travel, first-class suite hotel acconunodations, limousine transportation and One Hundred
Seventy-Five Dollars ($175.00) per diem.
D. Except as specifically provided in this paragraph, during the Term, Bollea shall not, directly
or indirectly, be employed by, perform services for, grant similar rights and/or licenses to, or

WCW015758
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engage or be connected in any manner with any other individual, tntity or business of the
v.Ttstling typo engaged in or conducted by wcw. withot advance Wlittcn approval of the

President ofWCW. WCW acknowledges that Bolle has an existing motion picture md
television career t.nd, to the extent reuonably possible, Bollea shall have consultation rights with
;espcct to the timing ofWCW wrestling activities inv.:11\'ing Bollea heroW\der.
E. Bolka shall have approval over the Oltcomc of all wros1ling matches in which he aJipcars,
wrestles ;md perfonns, such approval not to be unreasonably withheld.

F. The parties shall use their respective best efforts to keep the tenns and conditiOlls of this
Agreemait strictly confidential

Q, This Letter of Agreement shall be governed and onstrued pursuant to the laws of the Stale of
Georgia applicable to contrects made and to be who!J p erfonned within Georgia.
The tczms and condition! referenced above shall be binding upon the parties until a full
Independent Contractor Agrccmeut and Merchandising Agreement and all other necessary
documents are executed and delivered. This letter supercedes all previous correspondence and
agreements regarding the subject matter herein includint but not limited to the letter of
---agretrnent betWccn Bollca and WCW dated October ts. 1996.
Iflhe foregoing accurately 5ets forth your understanding of our respective present intentions,
please so indicate by signing and returning a copy of this letter to us.

Sincerely,

':.;

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WORLD CHAMPIONSHIP WRESTLING, INC.

arvey SchillaPrcsidenl, Turner

111

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AGREED TO AND ACCEPTED this _;z.:. day o

"'- 'f,...==;-199&.

.. .:

TERRY BOLLEA p/k/a "Hulk Hogan

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WCW015759

CONFIDENTIAL
TOTAL P.13

A Time Warner Company

A D!V!S!ON OF TURNER SPORTS
ONE CNN CENTER, Box 105356, Atlanta, GA
(404) 603-3123

30348-5J66

FACSIMILE MAIL

June 30, 1998

Teny Bollea
130 Willadel Drive
Belleair, FL 34616
Mr.

Re.

Herny Hohnes, Esquire

Weissman & Wolff
9665 Wilshire Blvd., Suite 900
Beverly Hills, CA 90212

Attachment 16 Letter of-Agreement-

Dear Terry and Henry:

Pursuant to section 9A{2) of your Letter of Agreement, attached is a copy of the
categories within which WCW is presently licensing the WCW and wrestler trademarks.
If you have any questions, please feel free to cal,!.
Sincerely,

Diana L. Myers
Legal Affairs
Enclosure -

WCW015760

CONFIDENTIAL

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'.-:...__w LICENSED PRODUC(--'

...

Calling Ca..r ds

Wrestling rings

Photo Plaques

Inflatables

Collector Plates

Kites

Sculptures

3-D Keychains

Clocks

Backp acks

WallArt

Rain wear

Action Figures

Rolling Luggage

Video Games

Belts

Pennants

Suspenders

Bumper Stickers

T-shirts

Signs

Ski Caps

Key Rings

Baseball hats

Collector Pins

Bandannas

Buttons

Trading cards

Decals

.Talking Trading Cards

Seat Cushions

Sweatshirts

Magnets

Knit Shirts

1 :444, 1 :64, I :24 Die Cast

Patches

LCD Games

Tank Tops

Temporary Tattoos

Muscle Shirts

Flags

Henley Shirts

Glass Mugs

Long Sleeve Shirts

Playsets

Beach Towels

WCW015761
CONFIDENTIAL

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Bath Towels

Watches

Bath Mats

Halloween Costumes

Shower Curtains

Valentines

Mug-T (T-Shlrt in a Mug)

Bowling League (bowling balls, shirts,

Gumball machines

hats)
Theme Restaurant

Gumball Toppers
Credit Cards
Box Calendars
Wrestle Buddies
Calendars
Posters
Boxer Shorts
Toy Vehicles
Work-out wear
Convenient Stores
Polo Shirts
Bendables
Rag Tops
Footwear
Balloons
Cookie Jars
Commemorative Stamps
Hot Sauces
lbwnb Puppets
.

J>.ainled .Bil.lb<

Pop-up cards
Books
Kaleidoscopes
Lenticular products

WCW 015762
CONFIDENTIAL