Transform Pack International, Inc.
Form 10-KSB 2001
File No. 000-31727
TILIA / TRANSFORM PACK EXCLUSIVE SUPPLY AGREEMENT
This TILIA-TRANSFORM PACK EXCLUSIVE SUPPLY AGREEMENT ("Agreement") is entered into as of
April 1, 2001 ("Effective Date") by and between the Parties,
Tilia International, Inc. ("Tilia"), a Cook Island corporation, having a place of business at 568 Howard Street,
San Francisco, California, USA, 94105
Transform Pack Inc. ("Transform Pack"), a Canadian corporation having a place of business at 310 Baig
Boulevard, Moncton, New Brunswick, Canada EIE IC8,
And the parties agree as follows:
1.1 Tilia is engaged in the business of developing vacuum technology for food preservation ("Vacuum
1.2 Tilia desires to engage the services of Transform Pack as a manufacturer of spice films ("Spice Films").
1.3 Transform Pack desires to provide the manufactured Spice Films to Tilia.
2.1 "Information" means formulas, materials, protocols, drawings, specifications, samples, models, processes,
procedures, instructions, technology, data, reports, and all other technical or commercial information, data and
2.2 "Confidential Information" means all Information disclosed to one Party by the other Party relating to Vacuum
Technology and/or Spice Film Manufacture, as well as any other matter relating to the business of Tilia, provided
the material is clearly marked "Confidential."
2.3 "Territory" means worldwide.
2.4 "Field of Use" means the worldwide retail sales of finished Spice Films in a retail package.
2.5 "Spices" means spices and spice blends as specified by Tilia and agreed to by Transform Pack and
purchased by Transform Pack from third party suppliers as specified by Tilia for use by Transform Pack in
fulfilling Transform Pack's obligations under this Agreement.
2.6 "Packaging Film" shall mean custom pre-printed plastic film or other custom packaging material as specified