EXHIBIT 10.9(b)
AMENDMENT TO THE ITALIAN DISTRIBUTION AGREEMENT DATED SEPTEMBER 9TH, 2003
BETWEEN CORONADO INDUSTRIES, INC. AND EUPHARMED S.R.L.
THIS is an AMENDMENT to the existing Italian Distribution Agreement, dated
September 9, 2003, by and between, Coronado Industries, Inc. having its
headquarters at 00000 X. Xxxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxx Xxxxx, Xxxxxxx
00000 (hereinafter referred to as "CI"), and Eupharmed s.r.l. having offices at
Xxx xxx Xxxxxx Xxxxxxxx 00, 00000, Xxxx, XXXXX (hereinafter referred to as
"EuP").
The Parties wish to modify sections 2, 4 and 9 of the Italian Distribution
Agreement as follows
SECTION 2. PRICE, RETURNS, PURCHASE OBLIGATIONS, PRODUCT SUPPLY
2.1(d) The supply prices will be fixed until June, 2008. Beginning in July,
2008 CI can adjust the supply price based on a reported U.S.
manufacturing inflation index, with such adjustment using 2003 as
the base year.
2.2(i) EuP will have the following monthly minimum purchase requirements
('Monthly Minimum')
Calendar Year Monthly Minimums
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November 2004 *
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December 2004 *
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January 2005 to December 2008 *
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* [CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE
COMMISSION]
2.3 Terms of payment shall be net 60 days upon receipt of merchandise by
EuP
2.8 CI will provide EuP with an additional 20 controllers, free of
charge, in support of additional clinical trials which they may
perform as part of their market introduction. The controllers are
intended to be placed with physicians or institutions which are not
involved with the clinical trial described under Section 8 of the
original agreement and are not intended for commercial sale. In the
event the controllers are not used in such trials they will be
returned to CI.
4. NOTICES
Any notices will be sent via facsimile and by a recognized express mail
carrier:
If to EuP: EuPharmed s.r.l.
Xxx xxx Xxxxxx
Xxxxxxxx 00, 00000
Xxxx, XXXXX
Attn: Xx. Xxxxxxx Xxxx
Facsimile # x00 0 000 000 00
Page 1 Amendment to Eupharmed Italian Distribution Agreement - September 2, 2004
If to CI: Coronado Industries
00000 X. Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxxx Xxxxx, Xxxxxxx 00000
Attention: CEO
CC: Director of Operations
Facsimile x0 000 000 0000
or to such other address as either party may hereafter designate by notice to
the other party. The date of giving of any such notice shall be on the date
received from an express mail carrier.
SECTION 9. TERM AND TERMINATON
9.1 The term of this Agreement shall be for a period of five (5) years
from the September 1, 2004. EuPharmed may extend the term for an
additional two (2) years by agreeing to a minimum purchase of
[CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE
COMMISSION] (controllers and/or rings) in year six (6) and seven (7).
Following the initial 7 year term outlined above, this Agreement will
be automatically renewable on an annual basis, unless either Party
notifies the other 6 months prior to expiration of the initial term,
or each annual extension, of their intention not to renew,
All other terms and conditions contained in the original Italian
Distribution Agreement and its amendments remain the same
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day
and year first written above.
CORONADO INDUSTRIES, INC. EUPHARMED, s.r.l.
By: /s/ Xxxx X. Xxxxx By: /s/ Xxxxxxx Xxxxx
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Name: Xxxx X. Xxxxx Name: Xxxxxxx Xxxxx
Title: President Title: Managing Director
Date __________________________ Date: __________________________
Page 2 Amendment to Eupharmed Italian Distribution Agreement - September 2, 2004
