CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS
BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
EXHIBIT 10.16
FIRST AMENDMENT
TO THE RENEWED DISTRIBUTION AGREEMENT AND
THE DISTRIBUTORSHIP ARRANGEMENTS AGREEMENT
DATED MAY 2ND, 1997
This Amendment is entered into as of the 4th day of August 2000 by and between
Gen-Probe Incorporated, a Delaware corporation, with its principal place of
business located at 00000 Xxxxxxx Xxxxxx Xxxxx, Xxx Xxxxx, Xxxxxxxxxx 00000
("GEN-PROBE") and bioMerieux S.A., a French corporation, having its principal
place of business at Xxxxxx xx x'Xxxx, 00000 Xxxxx x'Xxxxxx, Xxxxxx
("BIOMERIEUX").
RECITALS
A. GEN-PROBE and BIOMERIEUX have entered into a Distribution Agreement and a
Distributorship Arrangements Agreement ("the Agreements") both dated May
2nd, 1997, under which GEN-PROBE has appointed BIOMERIEUX as its exclusive
distributor for the sale of certain products in certain specified
countries.
B. The Distributorship Arrangements Agreement has been modified twice from
its date of conclusion, by way of amendments, in order to (i) delete
Singapore from the list of countries identified as Phase 11 Countries, and
(ii) to include Poland, a Phase III Country, into the definition of the
Territory pursuant to Section 1.5 of the Distributorship Arrangement
Agreement.
C. The Distribution Agreement has been modified once from its date of
conclusion, by way of amendment dated February 2 , 1998, in order to (i)
modify the wording of Section 3.3 of the Distribution Agreement, and (ii)
to delete Exhibit C to the Distribution Agreement.
D. The Distribution Agreement and the Distributorship Arrangements Agreement
are sometimes collectively referred to in this Amendment as "the
Distribution Agreements."
E. The original term of the Distribution Agreements have been extended by a
Renewal Amendment signed by the parties as of November 2, 1999.
F. GEN-PROBE and BIOMERIEUX have expressed their interest in expanding the
scope of the Distribution Agreements and have therefore decided to enter
into this First Amendment to the renewed Distribution Agreements.
AMENDMENT
Now therefore, in consideration of the mutual commitments set forth below, the
parties hereto agree as follows:
1. Definitions. Capitalized terms not otherwise defined herein shall have the
meaning ascribed to them in the Agreements.
2. The parties mutually agree to amend the Distribution Agreement to
supplement the Products subject to section 1.5 and Exhibit A thereof by
including the following as Products at the prices set forth:
Mycoplasma Tissue Culture, Non-Isotopic ("MTCNI") ................................. [***]
MTD Controls ...................................................................... [***]
LeaderCheck D...................................................................... [***]
3. The parties mutually agree to amend the Distribution Arrangements
Agreement to expand the definition of Phase III countries as set forth in
section 1.3 thereof to include the People's Republic of China (including
Hong Kong) as a Phase III country.
4. Pursuant to section 1.5 (iii) of the Distributorship Arrangements
Agreement, the parties hereby mutually agree to designate the following
Phase III countries as included within the definition of the Territory:
The People's Republic of China (including Hong Kong); India; Argentina;
Colombia; Macedonia; Mexico; and Mongolia.
5. BMX will provide reasonable training to two members of the Chugai Business
Group in order to educate them with respect to doing business in the
People's Republic of China. Each party shall bear its own personnel costs
with respect to this training. Chugai Business Group shall bear all travel
costs for its employees.
*** Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
6. Except as expressly modified hereby, all terms and conditions of the
renewed Distribution Agreements (as previously amended) shall remain
unchanged and in full force and effect.
AGREED TO AND ACCEPTED BY:
GEN-PROBE INCORPORATED BIOMERIEUX S.A.
By: /s/ Xxxxx X. Xxxxxxxx By: /s/ Francois Guinot
Name: Xxxxx X. Xxxxxxxx Name: Francois Guinot
Title: President & CEO Title: Director General
