<PAGE>   1

                                                                   EXHIBIT 10.26

                                                                  EXECUTION COPY


                      AMENDED AND RESTATED LETTER AGREEMENT

TO: representatives of Creative Artists Agency, LLC, Codikow & Carroll, P.C., 4
    Fini Inc., and Vans, Inc.

       This amended and restated letter agreement by and between Launch Media,
Inc., a Delaware corporation ("Launch") which owns C.C.R.L., LLC, a California
limited liability company ("CCRL") which operates the Warped Tour (the "Tour"),
on the one hand, and Creative Artists Agency, LLC ("CAA"), Codikow & Carroll,
P.C. ("Codikow"), 4 Fini Inc. ("4 Fini"), and Vans, Inc. ("Vans")(collectively,
the "Buyers") on the other hand, sets forth the terms upon which Buyers will
acquire all of the ownership interests in CCRL (the "Transaction"). This amended
and restated letter agreement amends and restates in its entirety the letter
agreement previously entered into between Launch and Buyers with respect to the
Transaction. Subject to the provisions hereof, the Transaction will be upon the
following terms, conditions and structure:

       1.     Terms of Sale.

              a.     Purchase Price and Transfer of Ownership. On September 3,
                     2001, or as soon thereafter as is practicable, subject to
                     the terms and conditions set forth herein (the "Closing"),
                     in exchange for one hundred percent (100%) of Launch's
                     ownership interest in CCRL, Buyers will, subject to the
                     provisions of Sections 1(e) and 1(f) hereof, terminate
                     Launch's obligations (1) as described in the Membership
                     Interest Purchase Agreement, dated June 12, 2000
                     ("MIPA")(including, but not limited to, the Terms and
                     Conditions of the Earn-Out Payment that is Exhibit B to the
                     MIPA (the "Terms and Conditions of the Earn-Out Payment"))
                     and (2) pursuant to the Services Agreements (as described
                     in Section 1(f) hereof). The CCRL ownership interest shall
                     transfer to Buyers concurrently with the termination of the
                     obligations contemplated by the previous sentence. Launch's
                     right, title and interest in CCRL shall vest with the
                     Buyers in proportion to the ownership interests set forth
                     in Schedule 11.3 of the MIPA, specifically 28.33% to CAA,
                     28.34% to Codikow, 28.33% to 4 Fini and 15% to Vans. Launch
                     shall retain all rights, duties and obligations for all
                     accounts receivable, accounts payable and liabilities in
                     connection with the Warped Summer Tour 2000 and 2001 and
                     shall retain the right to operate and control the Warped
                     Summer Tour 2001. Concurrent with the transfer of ownership
                     in CCRL, Buyers shall grant to Launch an exclusive,
                     irrevocable, royalty free, worldwide license to use the
                     trademark "Warped Tour" in connection with the operation of
                     the 2001 Tour according to, and consistent with, past
                     practices ("Operational License"). The term of the
                     Operational License shall expire on December 31, 2001.


<PAGE>   2



              b.     Warped Inside. Buyers acknowledge that Launch shall have
                     the right to continue to use the "Warped" mark in
                     connection with its operation of the "Warped Inside"
                     concert series for fall 2001, spring, 2002 and fall 2002,
                     and shall be responsible for all costs and shall make no
                     payment to Buyers in connection with its operation of the
                     "Warped Inside" concert series, except that if Launch
                     determines to operate the "Warped Inside" concert series
                     for spring 2002 and fall 2002, Launch shall remit to Buyers
                     15% of the gross revenue generated with respect thereto.
                     Launch shall have no right to use the "Warped Inside" mark
                     other than in connection with its operation of the "Warped
                     Inside" concert series through fall 2002.

              c.     Launch as Sponsorship Sales Agent. Notwithstanding the
                     foregoing transfer of ownership, Launch shall retain the
                     exclusive right to act as sponsorship sales agent for the
                     Tour for the next two (2) Warped tours performed subsequent
                     to the 2001 Tour, specifically Warped Summer Tours 2002 and
                     2003 (the "Sponsorship Term"). During the Sponsorship Term,
                     Launch will continue to manage existing sponsor
                     relationships and promote the Tour, subject to Buyers'
                     commercially reasonable direction and control, and shall
                     receive a percentage of sponsorship revenues for each of
                     these tours as provided in section 1(c) below. During the
                     Sponsorship Term, Launch will make good faith efforts to
                     promote the Tour on both www.launch.com and
                     www.warpedtour.com (subject to the terms of Section 1(f)).
                     Concurrent with the transfer of ownership in the Tour,
                     Buyers shall grant to Launch an exclusive, irrevocable,
                     royalty free, worldwide license to use the trademark
                     "Warped Tour" in connection with Launch's role as
                     sponsorship sales agent, including, without limitation, in
                     connection with Launch's ownership and operation of the
                     website www.warpedtour.com (subject to the terms of Section
                     1(f)), according to, and consistent with, past practices
                     ("Promotional License"). The term of the Promotional
                     License shall expire on the expiration of the Sponsorship
                     Term.

              d.     Allocation of Sponsorship Revenues. All sponsorship
                     agreements entered into during the Sponsorship Term shall
                     be between the third party sponsor and Launch and all
                     payments in connection therewith shall be made payable to
                     Launch. Launch shall pay 100% of the first $1,500,000 of
                     gross sponsorship revenues received for each Tour to Buyers
                     or, if there are less than 20 dates for a year's Tour, 100%
                     of the first $1,000,000 of gross sponsorship revenue.
                     Launch shall retain 75%, and pay to Buyers 25%, of the next
                     $1,500,000 of gross sponsorship revenues received for each
                     Tour (or $1,500,001 to $3,000,000) or, if there are less
                     than 20 dates for a year's Tour, 75%/25% of the next
                     $1,000,000. Launch shall then pay Buyers fifty percent
                     (50%) of the gross sponsorship revenues received in excess
                     of $3,000,000 in connection with each Tour during the
                     Sponsorship Term or, if there are less than 20 dates for a
                     year's Tour,

<PAGE>   3




                     50%/50% for amounts in excess of $2,000,000. If verbal and
                     verifiable expressions of interest for $1,000,000 of
                     sponsorships are not obtained by December 15, 2001, for the
                     2002 Tour, or by December 15, 2002, for the 2003 Tour, or
                     if sponsorship letters of intent (or binding term sheets)
                     in the amount of $1,000,000 are not obtained by February 1,
                     2002 for the 2002 Tour, or by February 1, 2003 for the 2003
                     Tour, Launch's exclusive right to act as sponsorship sales
                     agent shall terminate and the Sponsorship Term shall
                     expire. If gross sponsorship revenues for the 2002 Tour are
                     less than $1,500,000, Launch's exclusive right to act as
                     sponsorship sales agent shall terminate, and the
                     Sponsorship Term shall expire. All payments made by Launch
                     to Buyers pursuant to this section shall be made within 5
                     business days of Launch's receipt of sponsorship revenues.
                     If Launch fails to remit Buyers' monies on a timely basis
                     (other than a single inadvertent failure, which shall be
                     excused), monies shall thereafter be collected by Buyers,
                     with Launch's share remitted to Launch. In such event,
                     Launch shall instruct sponsors accordingly.

              e.     Earn Out Payment and Other Payment Obligations. Subject to
                     the following sentence, Launch acknowledges its obligation
                     to pay Buyers the "earn-out" payment only for Warped Tour
                     2001 (the "2001 Earn-Out") pursuant to the terms of the
                     Terms and Conditions of the Earn-Out Payment. The full
                     amount of the 2001 Earn-Out, less the Tender Amount (as
                     hereinafter defined), shall be paid in cash by October 1,
                     2001. If Launch fails to pay the 2001 Earn-Out, less the
                     Tender Amount, by January 1, 2002 (unless January 1 is a
                     holiday, in which case, payment shall be due the next
                     business day after January 1), Launch's exclusive right to
                     act as sponsorship sales agent shall terminate, and the
                     Sponsorship Term shall expire, without extinguishing
                     Launch's obligation for the 2001 Earn Out payment. Buyers
                     acknowledge that, upon Closing, all other payment
                     obligations on behalf of Launch (except for those contained
                     in Section 1(e) and 1(f) hereof) shall terminate,
                     including, without limitation, the balloon payment referred
                     to in the Terms and Conditions of the Earn-Out Payment. For
                     purposes of this amended and restated letter agreement, the
                     term "Tender Amount" shall mean the aggregate amount
                     received by Buyers in connection with the tender by Buyers
                     of the shares of Common Stock of Launch set forth on
                     EXHIBIT A attached hereto (the "Tender Shares")
                     into the tender offer (the "Tender Offer") made by Jewel
                     Acquisition Corporation, a wholly owned subsidiary of
                     Yahoo! Inc. ("Yahoo"), for all of the outstanding shares of
                     Common Stock of Launch pursuant to an Offer to Purchase
                     dated July 12, 2001. Buyers agree to tender (and not
                     withdraw) the Tender Shares into the Tender Offer prior to
                     the expiration thereof (it being understood that nothing
                     contained in this amended and restated letter agreement
                     shall prohibit any Buyer from tendering into the Tender
                     Offer shares of Launch Common Stock owned by such Buyer
                     that are in addition to the Tender Shares).




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              f.     Services Agreements. Subject to the Closing, the Services
                     Agreements entered into between Launch and each of CAA,
                     Codikow and 4 Fini shall terminate on December 31, 2001.
                     Launch shall make its final payments in connection with
                     each Services Agreement on August 31, 2001 and shall have
                     no obligation to make any further payments in connection
                     therewith.

              g.     Intellectual Property Retained By Launch. During the
                     Sponsorship Term, Buyers shall have the option of either
                     having Launch continue to own the URL "Warpedtour.com" (the
                     "URL") and operating the website located at
                     www.warpedtour.com (the "Website"), or requesting Launch to
                     transfer the ownership of the URL and the Website to the
                     Buyers (with Buyers paying all reasonable costs in
                     connection with such transfer) and operating the Website
                     themselves, in which case, Launch shall reasonably comply
                     and assist with such transfer. In either case, the party
                     operating the site shall be responsible for all costs
                     associated therewith. If Launch is operating the Website,
                     it will do so substantially consistent with past practices.

              h.     Buyers' Buyout. Buyers shall have the option at any time to
                     buyout ("Buyout") Launch's exclusive right to act as
                     sponsorship sales agent during the Sponsorship Term,
                     whether in connection with a change in control or
                     otherwise, if they pay to Launch $1,200,000 for each
                     remaining year ("Remaining Year") of the Sponsorship Term.
                     For purposes of the Buyout, each year of the Sponsorship
                     Term shall be considered a Remaining Year if Buyers notify
                     Launch of their option to proceed with the Buyout on or
                     before March 1 of that Sponsorship Term year. If Buyers
                     notify Launch of their intention to proceed with the Buyout
                     after March 1 of any Sponsorship Term year, Launch shall
                     have the right to continue to act as exclusive sponsorship
                     sales agent for that year's Tour and sponsorship revenues
                     shall be allocated in accordance with Section 1 (c) hereof
                     and Buyers shall pay to Launch $1,200,000 for the
                     subsequent Tour (if any).

              i.     Condition to Closing. Buyers' obligations to close the
                     transactions contemplated hereby shall be subject to Yahoo
                     obtaining a majority of the outstanding shares of Launch.
                     This condition is for the benefit of Buyers and may be
                     waived by them. If Yahoo does not obtain a majority of the
                     outstanding shares of Launch by October 15, 2001, Buyers
                     may elect to terminate this amended and restated letter
                     agreement at any time thereafter; in which event, all the
                     agreements currently existing between Launch and Buyers
                     shall remain in full force and effect.

              j.     Non-Competition. During the Sponsorship Term, Launch shall
                     not own, sponsor or sell sponsorships in a summer tour
                     which combines punk rock music with extreme sports. During
                     the Sponsorship Term, the

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                     Buyers (other than Vans) shall not own, sponsor or sell
                     sponsorships in a summer tour which combines punk rock
                     music with extreme sports.

       2.     No Public Announcement. The parties shall make no public
              announcement concerning this letter agreement, their discussions
              or any other memoranda, letters or agreements between the parties
              relating to the Transaction. Either party may, at any time, make
              such a disclosure to a potential investor or if it is advised by
              legal counsel that such disclosure is required under applicable
              law or regulatory authority, after consulting with the other.

       3.     Governing Law. This letter agreement shall be governed by and
              construed in accordance with the laws of the State of California.

       4.     Arbitration. Any dispute arising under this letter agreement shall
              be referred to arbitration according to the rules of the American
              Arbitration Association (the "AAA Rules") in Los Angeles, CA.
              Prior to any such arbitration, the parties agree to use all
              reasonable good faith efforts to reach satisfactory resolution
              among themselves. A panel of three (3) arbitrators shall be formed
              in the following manner (the "Arbitration Panel"): Launch shall
              appoint one (1) arbitrator and Buyers shall appoint one (1)
              arbitrator, and those two (2) arbitrators shall choose the third
              (3rd) arbitrator. All of the arbitrators shall be unaffiliated in
              any manner with any of the parties. The prevailing party shall be
              entitled to recover its reasonable attorneys' fees.

       Although it is understood and agreed that the long form agreements,
containing such terms, provisions, representations, warranties, covenants and
conditions (in addition to those set forth herein) as are customary in
transactions of this nature, shall be hereafter prepared and delivered, this
letter agreement constitutes a contractual commitment and binding agreement of
the parties. Subject to Closing, this letter agreement shall supercede and
replace the MIPA and, except as otherwise provided for herein, all terms
contained in that agreement thereupon shall be null and void.

       When countersigned by you below, this shall create a binding agreement to
the terms contained herein.

                                Very truly yours,



                                 BY:  /s/ DAVID B. GOLDBERG
                                     ------------------------------
                                     Name: David B. Goldberg
                                           ------------------------
                                     Title:   CEO
                                           ------------------------
                                     Launch Media, Inc.




<PAGE>   6




                                     Agreed & Accepted by "Buyers:"

                                        /s/ MICHAEL A. RUBEL
                                     ----------------------------
                                     Name:  Michael A. Rubel
                                          ----------------------
                                     Title: General Counsel
                                           ------------------------
                                     Creative Artists Agency, LLC

                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     & Carroll, P.C.

                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     4 Fini, Inc.

                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     Vans, Inc.


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                                     Agreed & Accepted by "Buyers:"


                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     Creative Artists Agency, LLC

                                        /s/ DAVID CODIKOW
                                     ----------------------------
                                     Name:  David Codikow
                                          ----------------------
                                     Title: Partner
                                           ------------------------
                                     Codikow & Carroll, P.C.

                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     4 Fini, Inc.

                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     Vans, Inc.

<PAGE>   8





                                     Agreed & Accepted by "Buyers:"


                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     Creative Artists Agency, LLC

                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     Codikow & Carroll, P.C.

                                       /s/  KEVIN LYMAN
                                     ----------------------------
                                     Name:  Kevin Lyman
                                          ----------------------
                                     Title:  President
                                           ------------------------
                                     4 Fini, Inc.

                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     Vans, Inc.


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                                     Agreed & Accepted by "Buyers:"


                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     Creative Artists Agency, LLC

                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     Codikow & Carroll, P.C.

                                     ----------------------------
                                     Name:
                                          ----------------------
                                     Title:
                                           ------------------------
                                     4 Fini, Inc.

                                     /s/ CRAIG E. GOSSELIN
                                     ----------------------------
                                     Name: Craig E. Gosselin
                                          ----------------------
                                     Title: Vice President & Counsel
                                           -------------------------
                                     Vans, Inc.



<PAGE>   10



                           EXHIBIT A -- TENDER SHARES

<TABLE>
<CAPTION>

BUYER                  FUND II SHARES      ESCROW SHARES     TENDER SHARES
-----                  --------------      -------------     -------------
<S>                    <C>                 <C>               <C>
Creative Arts              50,779              60,921            111,700
Agency, LLC

Codikow &                  50,779              60,921            111,700
Carroll, P.C.

4 Fini, Inc.               50,779              60,921            111,700

Vans, Inc.                 26,883              32,252            59,135
                                                                 ------

                                        TOTAL TENDER SHARES:    394,235
</TABLE>