THIS AGREEMENT is made as of November 6, 1996, by and among Traco Labs, Inc., an ____________
corporation having its principals offices at 3102 Clark Road, Champaign, Illinois 61821 ("Traco") and Reliv'
International, Inc. an Illinois corporation having its principal offices at 136 Chesterfield Industrial Boulevard,
Chesterfield, Missouri 63005 ("Reliv").
WHEREAS, Reliv is engaged in the business of developing, manufacturing, marketing and selling nutritional
WHEREAS, Traco has the exclusive license to market and sell a hydrolyzed collagen product protected by U.S.
Patent No. 4,804,745, and sold by Traco under the registered tradename "Arthred";
NOW, THEREFORE, in consideration of the premises and of the terms, covenants and conditions hereinafter
contained, the parties hereto agree as follows:
1. DEFINITIONS. When used in this Agreement, each of the following terms shall have the meaning set forth in
1.1 "PRODUCT" shall mean a composition incorporating the Technology developed for consumer sales
provided by Traco for Reliv in accordance with the terms of this Agreement.
1.2 "PATENTS" shall mean and include U.S. Patent No. 4,804,745 and any and all domestic or foreign patents
or patent applications, and any division or continuation in part, now existing or hereafter prepared, filed, issued or
obtained which, in whole or part, covers, concerns, incorporates, deal with or relates to any part of the
1.3 "TECHNOLOGY" shall mean and include (i) the technology which is the subject of Patent No. 4,804,745
dealing with hydrolyzed collagen or
(ii) any and all applications of any claim of any of the Patents and shall include, without limitation (i) the
composition, formula, components or ingredients of any Product and (ii) the method of production or
1.4 "CONFIDENTIAL INFORMATION" shall mean and include any and all information, whether contained or
set forth in any document, letter, memorandum, drawing, s