TRADEMARK ASSIGNMENT AND COEXISTENCE AGREEMENT

Trademark Concurrent Use Agreement

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This Trademark Concurrent Use Agreement involves

FMC FoodTech, Inc | FMC Technologies, Inc | John Bean Technologies Corporation

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Title: TRADEMARK ASSIGNMENT AND COEXISTENCE AGREEMENT
Governing Law: Texas Date: 8/6/2008

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Exhibit 10.3

TRADEMARK ASSIGNMENT AND COEXISTENCE AGREEMENT

THIS TRADEMARK ASSIGNEMENT AND COEXISTENCE AGREEMENT is made and entered into as of the 31st day of July, 2008, by and between John Bean Technologies Corporation (formerly FMC FoodTech, Inc.), a Delaware corporation with its principal place of business located at 200 East Randolph Drive, Chicago, Illinois 60601 (“JBT”) and FMC Technologies, Inc., a Delaware corporation, with its principal place of business located at 1803 Gears Road, Houston, Texas 77067 (“FMCTI”).

W I T NE S S E T H:

WHEREAS, JBT and FMC have entered into that certain Separation and Distribution Agreement of even date herewith (the “SDA”) pursuant to which FMCTI has agreed to distribute to JBT substantially all of the assets, business properties and rights of its food and transportation business units (“Business”);

WHEREAS, FMCTI has been using the marks and names BEAN and JOHN BEAN, and variations thereof in connection with various businesses including the development, manufacture, sale and servicing of equipment and apparatus for agricultural and horticultural material handling, fluid control, and pumps;

WHEREAS, the Trademark is subject to existing agreements between FMCTI’s predecessor, FMC Corporation, and third parties, including but not limited to Snap-On, Inc., and FMCTI wishes to ensure that any obligations to such third parties are satisfied;

WHEREAS, as part of the SDA, FMCTI desires to sell its ownership interest in the Trademark as applied to the Business, and retain its ownership interest in the Trademark in connection with pumps manufactured, used, sold, leased or otherwise disposed of by the existing energy businesses of FMCTI and JBT desires to obtain ownership of the Trademark for use in connection with the Business, it therefore being the intention of the parties to set forth their rights to use the Trademark on their respective goods and services so that the Marks may coexist in the marketplace without confusion as to the source of the goods and services, as hereinafter set forth below.

NOW THEREFORE, for and in consideration of the promises, agreements and covenants herein contained, the adequacy, sufficiency and receipt of which are conclusively acknowledged, the parties hereto agree as follows:

1.	Definitions.

1.1

“Trademark” shall mean the JOHN BEAN, BEAN and JBT-related trademarks, including but not limited to the trademark registrations listed on Exhibit A.

1.2

“Field” shall mean pumps manufactured, used, sold, leased or otherwise disposed of by the existing energy businesses of FMCTI.

Trademark Assignment and Coexistence Agreement

1.3

“Snap-On Coexistence Agreement” shall mean the agreement entered into between FMC Technologies’ predecessor in interest, FMC Corporation and Snap-On, Inc., dated March 31, 1996, which was subsequently assigned by FMC Corporation to FMC Technologies pursuant to a Separation and Distribution Agreement, dated May 31, 2001.

2.	Trademark Assignment and Retention of Rights.

2.1

FMCTI hereby sells and assigns to JBT, FMCTI’s right, title and interest in and to the Trademark throughout the world, whether or not such Trademark has been registered prior to, on or after the date of this assignment, and any and all renewals and extensions thereof, together with the goodwill associated with such Trademark for JBT’s exclusive use in connection with the Business, together with trademark registrations and applications identified on Exhibit A.

2.2

FMCTI hereby sells and assigns to JBT, all claims, demands and rights of action, both statutory and based upon common law, that FMCTI has or might have the right to assert against any third party by reason of any infringement of the Trademark, in connection with the Business, prior to, on or after the date of this assignment, together with the right to prosecute such claims, demands and rights of action in JBT’s own name

2.3

FMCTI hereby assigns to JBT, all right, title and interest in and to the Snap-On Trademark Agreement. JBT hereby accepts all