This Agreement made this 9 th day of July, 2004, by and between Applied Laboratories. Inc., an Indiana
corporation having a principal place of business at 3240 North Indianapolis Road, Columbus, Indiana 47202
("Applied") and Matrixx Initiatives, Inc, having a principal place of business at 4742 North 24 th Street; Suite
#455, Phoenix, AZ 85016. ("Customer").
WHEREAS , Customer desires to purchase product and Applied desires to manufacture and sell such
product to Customer in accordance with and subject to the terms and conditions of this Agreement.
NOW, THEREFORE , in consideration of the mutual covenants hereinafter set forth, the parties agree as
For purposes of this Agreement, the following definitions shall apply:
1.1 "FDA" shall mean the United States Food and Drug Administration or any successor entity thereto.
1.2 "cGMP" shall mean current Good Manufacturing Practices as defined in the FDA regulations, 21 CFR
Parts 210-211 effective as of the date of manufacture of a lot of Product.
1.3 "Labeling" shall mean all labels and other written, printed, or graphic matter (a) upon the Product or any
container and/or wrapper utilized with the Product or (b) accompanying the Product, including, without limitation,
product inserts, which bear the trademarks or trade dress of Customer, or other matter designated in the
Specifications or on approved samples submitted by Customer to Applied.
1.4 "Product(s)" shall mean products listed in attachment C which is incorporated herein by reference, and
which may be amended from time to time by written agreement of the parties, more particularly described in the
Specifications, in finished form for distribution to the
consumer, or in bulk packaging for delivery to Customer, or to a third party at Customer's direction, for further
1.5 "Specifications" means the written specifications for the Product, containing th