SECOND ADDENDUM TO THE NIAGEN®SUPPLY AGREEMENTBETWEEN NECTAR7 LLC AND CHROMADEX, INC.

This Second Addendum (the “Second Addendum”), effective and binding as of the last date of signing of this Second Addendum (“Second Addendum Effective Date”), is attached to and forms part of the SUPPLY AGREEMENT (the “Agreement”) dated August 28, 2015 and the First Addendum dated September 30, 2015, made by and between ChromaDex, Inc., a California corporation, having a principal place of business at 10005 Muirlands Blvd, Suite G, Irvine, CA 92618 (“Seller”) and Nectar7 LLC, a Delaware limited liability company, with principal offices located at 12526 High Bluff Drive, Suite 210, San Diego, CA 92130 (“Buyer”). To the extent that any of the terms or conditions contained in this Second Addendum may contradict or conflict with any of the terms or conditions of the Agreement or the First Addendum, it is expressly understood and agreed that the terms of this Second Addendum shall take precedence and supersede the Agreement and First Addendum.

 

NOW THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows:

 

 

“Excluded Field” means the Doctor Channel, the Multi-Level Marketing Channel and the Direct Response Channel and the following retailers or their applicable operating affiliates (each a “Retailer”): Costco Wholesale Corporation (“Costco”), Wal-Mart Stores, Inc. (“Walmart”), Walgreens Boots Alliance, Inc. (“Walgreens”), Meijer, Inc. (“Meijer”), Shopko Stores Operating Co., LLC (“Shopko”), Publix Super Market’s, Inc. (“Publix”), Ahold U.S.A., Inc. (“Ahold”), QVC, Inc. (“QVC”), eVine Live, Inc. (“eVine”), HSNi, LLC (“HSN”), Target Corporation (“Target”), but excluding CVS locations in Target Stores, The Kroger Co. (“Krogers”), Wegmans Food Markets, Inc. (“Wegmans”), Ulta Salon, Cosmetics & Fragrance, Inc. (“Ulta”), Vitacost.com, Inc. (“VitaCost”), the “Doctor Channel” is defined herein as the sale of nutritional supplements through licensed healthcare practitioners. The “Multi-Level Marketing Channel” is defined herein as the sale of the Finished Products through a network of independent marketing representatives. The “Direct Response Channel” is defined here in as the marketing and advertising of the Finished Product through direct response television and radio advertisements of any length or format intended to reach one or more potential consumers asking such consumers to purchase from or respond directly to Buyer or Buyer’s agents via a website, telephone number or other medium to purchase the Finished Products. Additional channels may be added to this definition of “Excluded Field” at any time by the Seller, in its sole discretion, upon thirty (30) days prior written notice to Buyer.”

 

“Excluded Products” means topical skincare or cosmetics products, any and all dietary supplements in the form of an energy shot or a melt (melting or dissolvable tablet or delivery system), the combination of NIAGEN® with pterostilbene, the combination of NIAGEN® with Choline and/or Betaine and/or dimethylglycine (DMG) (all forms), unless the Finished Product is a multi-vitamin, and Finished Products with “Methyl Donor” claims. Seller may add additional products to this definition of “Excluded Products”, in its sole discretion, upon written notice to Buyer; provided, that, such added products do not impair the rights of Buyer to purchase the Product for the applications set forth on Exhibit B."