AMENDMENT AGREEMENT
AMENDMENT AGREEMENT, dated as of December 13, 1996 by and between PDK
Labs Inc., a New York corporation, with offices at 000 Xxxxxxxxx Xxxx,
Xxxxxxxxx, XX 00000 ("PDK") and, Compare Generiks, Inc., (formerly Xxxxxx Xxxx,
Inc.) a Delaware corporation, with offices at 000 Xxxx Xxxxxx, Xxxxxxxxx, XX
00000 ("CGI").
WHEREAS, PDK and CGI have heretofore entered into an Agreement (the
"Agreement"), dated as of October 31, 1995.
WHEREAS, the Agreement contains a provision providing for the payment
by CGI to PDK of an amount equal to PDK's Material Cost (as defined in the
Agreement) plus one hundred percent (100%) for the Pills (as defined in the
Agreement) supplied pursuant thereto, which provision the parties hereto desire
to amend to provide for the payment by CGI to PDK of an amount equal to PDK's
Material Cost plus $.05 per bottle of Pills of the Compare Generiks brand
products packaged in 25cc. bottles or as otherwise agreed in the related written
purchase order.
The terms which are not defined herein shall have the respective
meanings ascribed to them in the Agreement.
NOW, THEREFORE, for valid and good consideration, the parties hereto
agree as follows:
1. Section 2(a) of the Agreement shall be deleted in its entirety and
shall be replaced with the following language:
"(a) Except as otherwise provided herein at paragraph 2, LPI
will pay to PDK, PDK's material cost ("Material Cost") plus
$.05 per vial or bottle of Pills of Compare Generiks brand
products packaged in 25cc. bottles or for all
other Pills and, for Compare Generiks brand products upon the
mutual consent of the parties hereto, such other amount as
shall be agreed by PDK and LPI as set forth in the related
written purchase order. For purposes of this Agreement
"Material Cost" shall mean PDK's actual material expenses
incurred in the manufacture and packaging of the Pills."
2. Except as hereinabove amended, all of the terms and provisions of
the Agreement shall remain in full force and effect.
3. This Amendment shall be governed by and construed in accordance with
the laws of the State of New York, without regard to principles of conflicts of
law.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
PDK LABS INC.
By: /s/ Xxxxxxx Xxxxxxxx
----------------------------
Xxxxxxx Xxxxxxxx, President
COMPARE GENERIKS, INC.
By: /s/ Xxxxxx X. Xxxxx
----------------------------
Xxxxxx X. Xxxxx, President
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