0000930413-08-002345 Sample Contracts

EXCLUSIVE SALES AGREEMENT *
Exclusive Sales Agreement • April 14th, 2008 • Lazare Kaplan International Inc • Wholesale-jewelry, watches, precious stones & metals

This Exclusive Sales Agreement (the “Agreement”) is entered into by Lazare Kaplan International Inc., a Delaware corporation (“Lazare”), Lazare Kaplan Japan Inc., a Japan branch office of a wholly-owned subsidiary of Lazare (“Lazare Japan”), and Primo Japan Co. Ltd., a company organized under the laws of Japan (“Primo”) (each individually referred to as a “Party,” and collectively as the “Parties,”), on December 10, 2007, and shall be effective from the date (the “Effective Date”) upon which Lazare receives full and final payment of the royalty described in Article 2 of the License Agreement entered into between Lazare and Primo on December 10, 2007 (the “License Agreement”).

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LICENSE AGREEMENT *
License Agreement • April 14th, 2008 • Lazare Kaplan International Inc • Wholesale-jewelry, watches, precious stones & metals

This License Agreement (the “Agreement”) is entered into by Lazare Kaplan International Inc., a Delaware corporation (“Lazare” or “Licensor”), and Primo Japan Co. Ltd., a company organized under the laws of Japan (“Primo” or “Licensee”) (each individually referred to as a “Party,” and collectively as the “Parties”), on December 10, 2007, and shall be effective from the date (the “Effective Date”) upon which Lazare receives full and final payment of the Royalty (as defined below).

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