EXHIBIT 10.30
Execution Copy
AMENDMENT NO. 1 TO THE
PATENT AND TECHNOLOGY LICENSE AGREEMENT
THIS AMENDMENT NO. 1 dated as of April 30, 2003 (this "Amendment") is to
the Patent and Technology License Agreement (the "Patent License Agreement")
dated October 2, 2001 by and between The Procter & Xxxxxx Company, an Ohio
corporation ("Licensor"), and Prestige Brands International, Inc., a Virginia
corporation ("Licensee"). The Licensor and Licensee are sometimes collectively
referred to herein as "Parties" and individually as "Party."
RECITALS
WHEREAS, Licensor and Licensee have entered into the Patent License Agreement;
and
WHEREAS, Licensor and Licensee each desire to amend certain terms relating to
the term of the Patent License Agreement;
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Licensor and Licensee hereby agree as follows:
I. DEFINITIONS. Terms defined in the Patent License Agreement and not
otherwise defined herein are used herein as defined in the Patent License
Agreement.
II. AMENDMENT TO LICENSE AGREEMENT.
2.1 DEFINITION OF GEOGRAPHY. Section 1.08 (Geography) of the Patent
License Agreement is hereby amended by deleting the entire Section 1.08 and
replacing it in its entirety with the following:
1.08 "GEOGRAPHY" means:
(a) during the Transitional Period and continuing until October 2,
2006, only:
(i) world-wide, except for CEEMEA, for COMET(R) powder products
in the Retail Business;
(ii) the United States of America and Canada for COMET(R) liquid
spray products in the Retail Business; and
(iii) the United States of America and Canada for COMET(R) liquid
gel products in the Retail Business; and
(b) on and after October 3, 2006 only, all areas set forth in (a) and
additionally:
(i) CEEMA for COMET(R) powder products in the Retail Business;
and
(c) on and after May 1, 2010 only, all areas set forth in (a) and (b)
and additionally:
(i) world-wide for COMET(R) powder products in the CPG Business.
The remainder of Article 1 the Patent License Agreement is not amended and
remains in full force and effect.
III. EFFECT OF AMENDMENTS TO PATENT LICENSE AGREEMENT. To the extent the terms
and conditions of the Patent License Agreement conflict with the terms and
conditions of this Amendment, the terms and conditions of this Amendment
shall control and supersede those of the Patent License Agreement.
IV. REMAINING TERMS AND CONDITIONS OF PATENT LICENSE AGREEMENT. Unless amended
herein, all other terms and conditions of the Patent License Agreement
shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed
as of the date above written.
THE PROCTER & XXXXXX COMPANY
By: /s/ X.X. XXXXXXXX
----------------------------------------
Name Printed: X.X. XxXxxxxx
------------------------------
Title: President, Fabric & Home Care GBU
-------------------------------------
PRESTIGE BRANDS INTERNATIONAL, INC.
By: /s/ XXXXXXX X. XXXXXXXXXXX
----------------------------------------
Name Printed: Xxxxxxx X. Xxxxxxxxxxx
------------------------------
Title: CFO & VP
-------------------------------------
2
