CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE HONEST COMPANY, INC. TREATS AS PRIVATE OR CONFIDENTIAL.
AMENDMENT FIFTHTEEN TO THE LOGISTICS SERVICES AGREEMENT
THIS AMENDMENT FIFTHTEENTH TO THE LOGISTICS SERVICES AGREEMENT (the Amendment), dated as of December 18, 2019 is by and between The Honest Company, Inc. (CLIENT) and Geodis Logistics LLC (GEODIS). CLIENT and GEODIS are collectively referred to herein as the Parties.
WHEREAS, the Parties entered into a Logistics Services Agreement dated January 31, 2014, as amended from time to time (collectively the Agreement);
WHEREAS, GEODIS currently provides warehousing, distribution and fulfillment services for CLIENT at a facility located at 13053 San Bernardino Ave., Fontana, CA 92335 (the Fontana Facility);
WHEREAS, the Parties desire to consolidate all of the services GEODIS performs for CLIENT in Fontana (the Fontana Services at the Fontana Facility, and accordingly, desire to amend the Agreement for purposes of restating the scope, pricing, key performance indicators, and other key terms and conditions related to the Fontana Services.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree to amend the Agreement as follows:
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Term. The term of this Amendment will commence on January 1, 2020 and shall continue until December 31, 2021 (the Initial Term). Upon the expiration of the Initial Term, this Amendment will automatically renew for an additional seven month period to coincide with the expiration of the building lease (the Renewal Term) unless either Party provides the other Party with notice at least nine (9) months prior to the end of the Initial Term. The Initial Term and Renewal Term are collectively referred to as the Term.
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Termination for Convenience. Notwithstanding anything set forth in Section 6 of the Agreement, either Party may terminate this Amendment for its convenience in whole or in part throughout the Term, upon giving written notice not less than one-hundred and eighty (180) days prior to the termination date specified in the notice to the other Party.
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Warehouse Cost. GEODIS will charge CLIENT $[***] per square foot (the Baseline Cost) for space utilized for the Fontana Services in the Fontana Facility throughout the Term without increase. CLIENT will be charged for 150,000 square feet or if CLIENT exceeds 150,000 square feet, the CLIENT will be charged the Baseline Cost for the additional space utilized; provided however, that GEODIS must use commercially reasonable efforts to utilize the space in an efficient manner that minimizes costs to CLIENT to the extent possible (e.g. including by double stacking to the extent reasonable).
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Obligations Following Termination.
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In addition to any other rights and obligations of CLIENT set forth in Section 6C of the Agreement, in the event that CLIENT elects to terminate this Amendment for its convenience during the Initial Term, or if GEODIS terminates this Amendment for cause pursuant to Section 6 of the Agreement during the Initial Term, then CLIENT will owe GEODIS [***]