This Requirements Supplier Agreement involves
Title: FIRST AMENDMENT TO SUPPLY CHAIN SERVICES AGREEMENT
Industry: Misc. Capital Goods Sector: Capital Goods
SUPPLY CHAIN SERVICES AGREEMENT
This FIRST AMENDMENT TO SUPPLY CHAIN SERVICES AGREEMENT (this “ Amendment ”) is effective as of July 15, 2016 (the “ Effective Date ”), among The Scotts Company LLC, an Ohio limited liability company having its principal place of business at 14111 Scottslawn Road, Marysville, Ohio 43041 (“ Scotts Company ”), OMS Investments, Inc., a Delaware corporation having its principal place of business at 10250 Constellation Blvd., Suite 2800, Los Angeles, California 90067 (“ OMS ,” and together with Scotts Company, “ Scotts ”), and AeroGrow International, Inc., a Nevada corporation having its principal place of business at 6075 Longbow Dr., Suite 200, Boulder, Colorado 80301 (“ AeroGrow ”). Scotts and AeroGrow are sometimes referred to herein collectively as the “ Parties ” and individually as a “ Party .”
WHEREAS, the Parties are parties to that certain Supply Chain Services Agreement, effective as of April 22, 2013 (as amended and supplemented, the “ Services Agreement ”); and
WHEREAS, the Parties wish to amend the Services Agreement as set forth below.
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto hereby agree as follows:
Large-Sized Products and Lighting Products Services
Exhibit A of the Services Agreement is hereby amended and restated in its entirety with the Exhibit A attached hereto.
Section 2(a) of the Services Agreement is hereby amended and restated in its entirety as follows:
“ Fee . In payment of the Services performed (including any materials provided in connection therewith) pursuant to this Agreement, Scotts will pay AeroGrow an annual fee equal to seven percent of the cost of goods of all products that Scotts purchases from AeroGrow or a vendor (in each case, to the extent the Services were performed with respect to such Products) in exploiting the Hydroponic IP outside the U.S. over the course of each Contract Year during the term of this Agreement with the exception of any Large-Sized Products or Lighting Products (the “ Fee ”).&rdq