EXHIBIT 10.11
AMENDMENT TO TRADEMARK LICENSE AGREEMENT
THIS AMENDMENT ("Amendment") to the TRADEMARK LICENSE AGREEMENT of
March 1, 2000 (the "License Agreement") is made effective this __ day of March,
2001, by and between the Procter & Xxxxxx Company, an Ohio corporation with a
place of business at One P&G Xxxxx, Xxxxxxxxxx, Xxxx 00000 and its affiliates
and subsidiaries (collectively, "P&G") and CNS Inc., a Delaware corporation with
its new place of business at 0000 Xxxxxxx Xxxx, Xxxx Xxxxxxx, XX 00000, ("CNS").
All capitalized terms used herein but not specifically defined shall have the
meanings set forth in the License Agreement.
WHEREAS P&G has previously granted a non-transferable and exclusive
license to CNS to use the VICKS(R) trademark and triangle design trademark
(collectively, the "Licensed Marks") on the Product listed on Schedule 2 of the
License Agreement (the "Product"), in the countries listed on Schedule 3 (the
"Area") and subject to the restrictions outlined in Schedule 4; and
WHEREAS the parties agreed that the License Agreement and/or any of
these Schedules may be amended at any time upon agreement by the parties in
writing; and
WHEREAS the parties desire to expand the Licensed Marks to include the
trademarks Xxxx(R)and Xxxx(R); and
WHEREAS the parties desire to amend the Area of the License Agreement
by amending Schedule 3;
NOW THEREFORE, the parties agree to amend the License Agreement as
follows:
THE FIRST AND SECOND "WHEREAS" CLAUSES ARE HEREBY AMENDED TO READ AS FOLLOWS:
WHEREAS, P&G has the right to use and to license to others to use various VICKS,
XXXX and WICK trademarks and triangle design trademark which are well-known and
famous marks owned and used by P&G in association with its advertising and
marketing of cough and cold products; and WHEREAS, CNS recognizes the benefits
to be derived from utilizing the VICKS, XXXX and XXXX trademarks and triangle
design trademark and desires to utilize said trademarks upon and in connection
with the manufacture, sale and distribution of Breathe Right nasal strips;
SCHEDULE 1 IS HEREBY AMENDED TO INCLUDE THE XXXX AND WICK TRADEMARKS; AN AMENDED
SCHEDULE 1 IS ATTACHED.
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SCHEDULE 3 IS HEREBY AMENDED TO INCLUDE SEVERAL NEW COUNTRIES IN SEVERAL NEW
REGIONS. THE NEW COUNTRIES ARE LISTED BY REGION IN THE AMENDED SCHEDULE 3. AN
AMENDED SCHEDULE 3 IS ATTACHED.
Except as set forth herein, all terms of the License Agreement remain unchanged
by this Amendment.
IN WITNESS WHEREOF, the parties hereto have duly executed this
Amendment.
For THE PROCTER & XXXXXX COMPANY For CNS, INCORPORATED
By: /s/ X.X. Xxxxx By: /s/ Xxxx X. Xxxxxxx
---------------------------------- ---------------------------------
Name: X.X. Xxxxx Name: Xxxx X. Xxxxxxx
Title: V.P. Global Personal Healthcare Title: V.P. Business Development
Date: March 20, 2001 Date: March 15, 2001
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AMENDED SCHEDULE 1
Vicks(R)
Vicks triangle design xxxx
Xxxx(R)
Wick(R)
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AMENDED SCHEDULE 0
XXXXXXX: XXXXXXXXX:
Xxxxx Xxxxxxx Xxxxxx Xxxxxx
Xxxxxx
Puerto Rico
Latin America Argentina
Belize
Bolivia
Brazil
Chile
Columbia
Costa Rica
Ecuador
French Guiana
Guatemala
Guyana
Honduras
Mexico
Nicaragua
Panama
Paraguay
Peru
Suriname
Uruguay
Venezuela
Asia/Middle East/Africa Australia
Israel
New Zealand
South Africa
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