Attached files
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EXCEL - IDEA: XBRL DOCUMENT - BIOLASE, INC | Financial_Report.xls |
10-Q - FORM 10-Q - BIOLASE, INC | c19853e10vq.htm |
EX-32.2 - EXHIBIT 32.2 - BIOLASE, INC | c19853exv32w2.htm |
EX-32.1 - EXHIBIT 32.1 - BIOLASE, INC | c19853exv32w1.htm |
EX-31.2 - EXHIBIT 31.2 - BIOLASE, INC | c19853exv31w2.htm |
EX-31.1 - EXHIBIT 31.1 - BIOLASE, INC | c19853exv31w1.htm |
The Procter & Gamble Company
June 28, 2011
Biolase Technology, Inc. | ||
4 Cromwell | ||
Irvine, California 92618 | ||
Attention: | Federico Pignatelli Chairman and Chief Executive Officer |
Ladies and Gentlemen:
Reference is hereby made to that certain License Agreement, which is in effect having an
effective date of January 1, 2009 (which superseded that certain License Agreement, with an
effective date of January 24, 2007), by and between Biolase Technology, Inc. (BIOLASE)
and The Procter & Gamble Company (P&G) (the License Agreement). Capitalized
terms used herein, but not otherwise defined herein, shall have those meanings ascribed to them in
the License Agreement. BIOLASE and P&G may be referred to herein individually as a party and
together as the parties.
NOW, THEREFORE, for and in consideration of good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
1. Amendment to License Agreement. Section 4.2 of the License Agreement is hereby
deleted in its entirety and shall be substituted with the following in lieu thereof:
4.2 Quarterly Payments: P&G will allow BIOLASE to remove a sum of one hundred
eighty seven thousand five hundred dollars ($187,500) per QUARTER, hereafter, P&G QUARTERLY
PAYMENTS from the PREVIOUSLY PAID QUARTERLY PAYMENTS.
4.2.1. Upon the conclusion of ten (10) QUARTERS after January 1, 2009, the exclusive
license granted to P&G by BIOLASE under section 2.1 shall revert to a non-exclusive
license unless P&G pays BIOLASE a QUARTERLY payment of one hundred eighty seven
thousand five hundred dollars ($187,500).
2. Miscellaneous. Except as otherwise expressly provided in this letter amendment,
nothing herein shall be deemed to amend or modify any provision of the License Agreement, which
shall remain in full force and effect. This letter amendment is not intended to be, nor shall it
be construed to create, a novation or accord and satisfaction, and the License Agreement as herein
modified shall continue in full force and effect. This letter amendment shall be governed by and
construed in accordance with the internal laws of the State of New York and shall be binding upon
and inure to the benefit of the parties hereto and their respective successors and
assigns. Wherever possible, each provision of this letter amendment shall be interpreted in
such manner as to be effective and valid under applicable law, but if any provision of this letter
amendment shall be prohibited by or invalid under applicable law, such provision shall be
ineffective only to the extent of such prohibition or invalidity, without invalidating the
remainder of such provision or the remaining provisions of this letter amendment. This letter
amendment may be executed in any number of counterparts and by different parties to this agreement
on separate counterparts, each of which, when so executed, shall be deemed an original, but all
such counterparts shall constitute one and the same agreement. Any signature to this letter
amendment delivered by a party by facsimile transmission or by portable document format by
electronic mail shall be deemed to be an original signature hereto.
[SIGNATURES APPEAR ON NEXT PAGE]
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Very truly yours,
THE PROCTER & GAMBLE COMPANY
By: | /s/ Alan Maingot |
|||||
Name: Alan Maingot |
||||||
Title: Vice President, Global Research and Development Oral Care |
ACCEPTED AND AGREED: BIOLASE TECHNOLOGY, INC. |
||||
By: | /s/ Federico Pignatelli | |||
Name: | Federico Pignatelli | |||
Title: | Chairman and Chief Executive Officer | |||
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