[***] – Indicates confidential
information. Confidential treatment requested.
Portion omitted filed separately with the Securities and Exchange
Commission.
ADDENDUM NO 4 TO THE
PROTOCOL OF CEREAL PARTNERS WORLDWIDE
Nestlé
S.A. (“NSA”) and its affiliated companies, excluding
CPW (together “Nestlé”) has the technology and
the brands to develop, market and sell products intended primarily
for consumption [***], while CPW does not presently have the
ability and does not wish to commercialize such products. To this
end the following sets forth the understanding of General Mills,
Inc. (“GMI”) and NSA with respect to the development,
manufacturing and commercialization by Nestlé of [***]
cereal products as part of a line of products [***]. It is
effective as of August 1, 1998.
FIRST DEFINITION of
BREAKFAST CEREALS.
The field of
the JV business as defined in Addendum No 2 to the Protocol is
hereby amended and the following definitions are
adopted:
“Nestlé [***] Cereals” are
ready-to-eat, dry breakfast cereals developed, formulated,
manufactured and commercialized by Nestlé as part of
Nestlé’s range of products [***] in accordance with
the [***] and are sold in [***].
The field of
the JV business is Breakfast Cereals. “Breakfast
Cereals” as used herein and in all other JV agreements shall
mean [***]. It shall not include, unless agreed upon at a later
date, [***].
SECOND NSA and GMI agree
that the following principles shall apply to the Nestlé
[***] Cereals:
a) Product
development shall be directed and financed by NSA, but wherever
possible shall reflect CPW equities. These might include product
shape (e.g. Cheerios “O”), production process (e.g.
puffing versus extrusion to utilize existing CPW capacity and
develop toasted oat flavor notes), and descriptive phases (e.g.
“toasted oat taste”). The Nestlé Nutrition
Strategic Business Division in Vevey will be the focal point for
CPW project input and represent CPW’s interests in the
development program.
b) Unless
otherwise agreed by the parties, Nestlé shall ask CPW to
manufacture Nestlé [***] Cereals under a copacker agreement,
using the same pricing formula as for Breakfast Cereals.
c)
Nestlé shall commercialize Nestlé [***] Cereals as
part of its range of products [***]. Nestlé
