Text marked by [ * * *] has been omitted pursuant to a Request for Confidential
Treatment and was filed separately with the Securities and Exchange Commission.
KOBRA INTERNATIONAL, LTD.
D/B/A ▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇▇-▇▇▇-▇▇▇▇
July 7, 2008
Signature Eyewear, Inc.
▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attn: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Chief Executive Officer
RE: RENEWAL AND AMENDMENT OF TRADEMARK LICENSE AGREEMENT BY AND BETWEEN KOBRA
INTERNATIONAL, LTD. AND SIGNATURE EYEWEAR, INC. DATED OCTOBER 12, 2005
Dear ▇▇. ▇▇▇▇▇▇:
This will confirm our agreement to renew the above-referenced Trademark
License Agreement (the "Agreement"), subject to certain amended terms and
conditions set forth in this amendment. Capitalized terms used in this amendment
that are not defined in this amendment shall have the meanings ascribed to them
in the Agreement.
EXTENSION OF TERM
-----------------
We agree that the Agreement shall be renewed for an additional three (3)
year period commencing April 1, 2009 and ending on ▇▇▇▇▇ ▇▇, ▇▇▇▇ (▇▇▇ "▇▇▇▇▇▇▇
▇▇▇▇▇▇").
AMENDMENT OF SECTION 5.2
------------------------
Section 5.2 -- Guaranteed Minimum Royalties is amended by providing for the
following Guaranteed Minimum Royalties for the Renewal Period as follows:
Guaranteed Minimum
Sales Period(s) Royalties
---------------- ----------------
4/1/09 - 3/31/10 $[***],
4/1/10 - 3/31/11 $[***],
4/1/11 - 3/31/12 $[***],
1
READY READERS
-------------
Schedule 2 of the Agreement is hereby amended to add "Ready
Readers," as the term is commonly understood in the industry, as a category of
Licensed Products.
The Agreement is hereby amended by inserting the following Section
4.1.1:
4.1.1 Ready Readers Program. Licensee shall exploit the
License in the Territory by developing, distributing and selling
Licensed Products in Label Level #2 in the product category "Ready
Readers." Net Sales of Ready Readers shall be counted as Net Sales
in determining Minimum Sales Volume and shall count toward
Guaranteed Minimum Royalties.
Section 5.1 of the Agreement is amended by providing that the
royalty rate for Net Sales of Ready Readers shall be [***]% from July 1, 2008
through and including September 30, 2009. Thereafter, the royalty rate on Net
Sales of Ready Readers after September 30, 2009 shall be the royalty rate in
Section 5.1 for Distribution Level #2 ([***]%).
MISCELLANEOUS
-------------
This amendment shall be effective as of the date set forth above
upon execution by Licensor and Licensee. Except for the above specific
amendments, the Agreement shall otherwise remain unmodified and in full force
and effect.
Licensor and Licensee reconfirm that their mutual obligation to
maintain as strictly confidential and not to disclose publicly or to any third
party the royalty rate, Minimum Sales Volume requirements, the Guaranteed
Minimum Royalties requirements and the minimum advertising expenditure
requirements under the Agreement except: (i) to the extent the party reasonably
believes is required by law or legal process and (i) to third parties under
legal or contractual confidentiality obligations to the disclosing party, such
as (but without limitation) attorneys, auditors, consultants, lenders, investors
and acquirors, and potential lenders, investors and acquirors, and investment
bankers and brokers assisting in a financing or sale of the company.
This amendment may be executed in one or more counterparts, each of
which shall be deemed to be an original, but all of which together shall
constitute one and the same instrument. Facsimile or scanned signatures shall be
deemed as original.
Agreed and accepted:
KOBRA INTERNATIONAL, LTD. SIGNATURE EYEWEAR, INC.
By: /s/ B. Brand Kunheim By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
---------------------- ------------------------
B. Brand Kunheim ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Chief Executive Officer
2
