EXHIBIT 10.93
AMENDMENT NO. 23
TO THE
POSTSCRIPT SOFTWARE DEVELOPMENT LICENSE
AND SUBLICENSE AGREEMENT
BETWEEN
ADOBE SYSTEMS INCORPORATED
AND
PEERLESS SYSTEMS CORPORATION
Effective as of July 1, 2005
This Amendment No. 23 (the "Amendment") to the PostScript Software
Development License and Sublicense Agreement dated July 23, 1999, as previously
amended (the "Agreement"), is between Adobe Systems Incorporated, a Delaware
corporation having a place of business at 000 Xxxx Xxxxxx, Xxx Xxxx, XX 00000
("Adobe") and Peerless Systems Corporation, a Delaware corporation having a
place of business at 0000 Xxxxxxxxx Xxxxxx, Xx Xxxxxxx, Xxxxxxxxxx 00000
("Peerless").
WHEREAS, the purpose of this Amendment No. 23 is to add pricing for ***,
and remove the LZW patent notice requirement.
1. The following sentence is hereby appended to each of Paragraphs 2.1.5 ("LZW
Patent Notice") and 2.9 ("LZW Patent Notice") of the main body of the Agreement
and Paragraph 4.6 ("LZW Patent Notice") of EXHIBIT B ("Minimum Terms of Peerless
OEM Agreement") of the Agreement:
"The foregoing patent notice shall not be required after June 30, 2004."
2. Paragraph 1 ("Peerless SDK Royalties") of EXHIBIT O ("Royalty Payments and
Other Fees") of the Agreement is hereby deleted and replaced with the following:
"1. PEERLESS SDK ROYALTIES
The following royalties shall be due Adobe for each use of a Peerless SDK
as described below. Such royalties shall be a percentage of the revenue
received by Peerless for the licensing of such Peerless SDK.
PEERLESS SDK USE LICENSE ROYALTY
*** ***
*** ***
3. The following first sentence in the paragraph immediately following *** in
EXHIBIT O ("Royalty Payments and Other Fees") of the Agreement is hereby
deleted:
Confidential treatment has been requested for portions of this document. This
copy of the document filed as an Exhibit omits the confidential information
subject to the confidentiality request. Omissions are designated by three
asterisks (***). A complete version of this document has been filed separately
with the Securities and Exchange Commission.
***
4. The following new Paragraph 3.2.4 *** is hereby added to EXHIBIT O ("Royalty
Payments and Other Fees") of the Agreement:
***
5. All other terms and conditions of the Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, each of Adobe and Peerless has executed this Amendment
No. 23 to the PostScript Software Development License and Sublicense Agreement
by its duly authorized officers.
Adobe: Peerless:
ADOBE SYSTEMS INCORPORATED PEERLESS SYSTEMS CORPORATION
By /s/ XXXXXXXXX X. XXXXXX By /s/ XXXXXXX XXXX
----------------------- -----------------------------------
Print Name Xxxxxxxxx X. Xxxxxx Print Name Xxxxxxx Xxxx
Title Corporate Controller Title Vice President, Finance and CFO
Date 2 August 2005 Date July 22, 2005
Confidential treatment has been requested for portions of this document. This
copy of the document filed as an Exhibit omits the confidential information
subject to the confidentiality request. Omissions are designated by three
asterisks (***). A complete version of this document has been filed separately
with the Securities and Exchange Commission.
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