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Exhibit 10.29
AMENDMENT TO DISTRIBUTION AGREEMENT
BETWEEN CONCEPTUS INC. AND CONCEPTUS SAS
This amendment (" Amendment ") to the Distribution
Agreement (defined below) is effective as of February 27, 2007 ("
Amendment Effective Date ") and is made and entered
into by and between Conceptus, Inc., having a principal place of
business at 331 East Evelyn Street, Mountain View, California 94041
(" Conceptus "), and Conceptus SAS , having a
principal place of business at 7/9 rue du Marechal Foch,
Versailles, France (" Distributor ").
RECITALS
WHEREAS, Conceptus and Distributor have entered into a
distribution agreement dated as of January 17, 2004 ("
Distribution Agreement ") pursuant to which Distributor has
the right to distribute products of Conceptus in Europe and other
geographic areas specified in the Agreement; and
WHEREAS, in connection with an amendment of even date herewith
to the Share Purchase and Call Option Agreement between the
Conceptus and the shareholders of Distributor (" Amendment to
the Share Purchase and Call Option Agreement "),
Conceptus and Distributor desire to amend the Agreement in
accordance with the terms and conditions of this Amendment to
adjust the product price and minimum purchase quantities under the
Agreement.
NOW, THEREFORE, in consideration of the foregoing and the
promises, representations, and warranties set forth below, the
parties agree as follows:
1.
DEFINITIONS. All terms with initial capital letters that
are not defined in this Amendment shall have the meanings given
them in the Agreement.
2.
PRICING AND MINIMUM PURCHASE QUANTITY
2.1
Purchase Price
2.1.1 The Distribution
Agreement is amended such that the price for each Essure procedure
kit purchased by Distributor on or after the Amendment Effective
Date in 2007 shall be increased by 61% from the 2007 purchase price
specified in Exhibit C , and the price for each
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