EXHIBIT 10.4
FIRST AMENDMENT TO
TRADEMARK LICENSE AGREEMENT
WHEREAS, FINAMARK, INC.; ATOFINA PETROCHEMICALS, INC. (collectively,
"Licensor") and SWBU, L.P. entered into a Trademark License Agreement (the
"Agreement") effective July 31, 2000;
WHEREAS, Alon USA, LP and its affiliated companies (collectively
"Licensee") purchased all right, title and interest in and to SWBU, L.P. and all
SWBU's interest in the Agreement;
WHEREAS, Licensee and Licensor now wish to amend and clarify the
Agreement.
NOW THEREFORE, in consideration of ten dollars ($10.00) and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Licensor and Licensee agree as follows:
1. In addition to the rights set forth in the Agreement, Licensee shall have a
limited right to sublicense use of the Licensed Marks in the Exclusive Licensed
Territory to an entity or entities operating a private label credit card program
("Credit Card Provider") on behalf of Licensee.
2. Licensee shall sublicense under terms and conditions as least as
restrictive as those contained in the Agreement.
3. Licensee will enforce quality control provisions as contained in the
Agreement and will include in any sublicense agreements provisions for Licensor
to inspect any materials displaying the Licensed Marks.
4. Licensee will include in any sublicense language stating that the Licensed
Marks are not owned by Licensee but licensed from Licensor.
5. If Licensor has any rights to or in the xxxx ZAP APP, it shall be
considered a Licensed Xxxx to the extent of Licensor's rights therein. Licensee
may pursue any action with the United
States Patent and Trademark Office or with third parties to perfect Licensor's
rights in the xxxx at Licensee's sole expense.
6. All other terms and conditions remain unchanged.
IN WITNESS WHEREOF, Licensor and Licensee have caused this First Amendment
to Trademark License Agreement to be executed by the respective authorized
parties effective on the last date appearing below.
FINAMARK, INC. ATOFINA PETROCHEMICALS, INC.
By: /s/ Xxxxx X. Xxxxxxxxxx By: /s/ Xxxxxx X. Xxxxxxxxxx
Title: Secretary Title: Vice President
Date: 4/9/01 Date: 4-9-01
ALON USA, LP by its General Partner,
ALON USA GP, INC.
By: /s/ XXXX X. XXXXXX
Title: President/CEO PSS
Date: 4/11/01
