CONFIDENTIAL TREATMENT REQUESTED:
INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS
OMITTED AND IS NOTED WITH “[REDACTED].” AN UNREDACTED
VERSION OF THIS DOCUMENT HAS BEEN FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION.
AMENDMENT NO. 30
TO THE
POSTSCRIPT SOFTWARE DEVELOPMENT
LICENSE
AND SUBLICENSE AGREEMENT
BETWEEN
ADOBE SYSTEMS
INCORPORATED
AND
PEERLESS SYSTEMS
CORPORATION
Effective as of June 30,
2008
This Amendment No. 30 (the
“Amendment”) to the PostScript Software Development
License and Sublicense Agreement dated July 23, 1999, as previously
amended (the “Agreement”), is between Adobe Systems
Incorporated, a Delaware corporation having a place of business at
345 Park Avenue, San Jose, CA 95110 (“Adobe”) and
Peerless Systems Corporation, a Delaware corporation having a place
of business at 2381 Rosecrans Avenue, El Segundo, California 90245
(“Peerless”).
WHEREAS, Adobe
and Peerless wish to have Peerless receive Maintenance for the
Reference Ports and CPSI Platforms, as described in the Agreement
and any relevant exhibits thereto, from Adobe, for a fixed fee, in
lieu of the license fees and annual maintenance fee requirements
currently set forth in Paragraph 8.1 of the Agreement,
thereby having Adobe waive license fees and any annual maintenance
fee requirements as of January 1, 2008 and for the remainder of the
Agreement; and
WHEREAS, Adobe
and Peerless wish to extend the Wind-down Period contemplated in
Exhibit B of the Agreement (“Minimum
Terms of Peerless OEM Agreements”) to a maximum of 21 months
following expiration of the Agreement.
The parties
hereby amend the Agreement as follows:
1.
Paragraph 8.1
(“License and Maintenance
Fees”) of the Agreement is hereby deleted and replaced with
the following:
“
8.1 License and Maintenance Fees. In lieu of any
prior license fees for the Adobe Information, as may have been
specified in the applicable Adobe Deliverables Appendix, and any
prior annual maintenance fees that may have been in place between
the parties to cover maintenance services
(“Maintenance”) for the relevant Reference Port and for
a CPSI Platform, as described in Exhibit K
(“Maintenance for Standard Reference Port(s)