Exhibit 10.31


 


BOLLORE
S.A. 

ODET-29 500

COMMUNE D’ERGUE GABERIC 

RCS QUIMPER B 304 827 900





	 	 
	 	North Atlantic Operating Company Inc.
	 	257 Park Avenue South 
	 	NEW YORK 
	 	NY 10010
	 	 
	 	June 19, 2002


 


Gentlemen,


 


Reference is made
to the Amended and Restated Distribution and Licence Agreement dated as of November 30, 1992 between us relating to the distribution
of Zig-Zag cigarette paper booklets in the United States ( the «U.S. Agreement») and Canada (the « Canadian
Agreement ») each as amended by a Restated Amendment dated June 25, 1997 and Amendments dated respectively October 22, 1997,
October 7, 1999 and October 20, 1999 (collectively the « Agreements »).


 


This will confirm
our agreement to amend the Agreements as of July 1,2002 as follows :





	 	 
	1	The U.S. Agreement shall be amended by replacing Schedule E to such agreement and substituting in lieu thereof Schedule E to the present amendment and the Canadian Agreement shall be amended by replacing Schedule C to such Agreement and substituting in lieu thereof Schedule C to the present Amendment.
	 	 
	2	The U.S. Agreement shall be amended by adding Schedule H hereto as Schedule H to the U.S. Agreement and the Canadian Agreement shall be amended by adding Schedule I hereto as Schedule E to the Canadian Agreement.
	 	 
	3	A. Section 1 (a) of the U.S. Agreement shall be amended to read
    in its entirety as follows :
	 	 
	 	« (a) On the terms and subject to the conditions of this
    Agreement, Bolloré hereby grants to the Distributor for the term of this Agreement ( as defined in Section 6 ) the
    exclusive right to purchase the cigarette paper booklets sold under the trademark « Zig-Zag » listed on Schedule
    A ( the « Products » ) and the filter tubes, injector machines and filter tips sold under the Trademark «
    Zig-Zag » listed on Schedule H (the « Accessory (ies)») from Bolloré for resale in the fifty United
    States and the District of Columbia and its territories, possessions and foreign military bases ( the « Territory
    »).


 


 




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	 	During the term of this Agreement, Bolloré shall not sell the Products and the Accessories to any person or company in the Territory other than Distributor and, except as expressly provided in this Agreement, Bolloré shall sell to the Distributor the quantities of the Products and the Accessories required by the Distributor ».
	 	 
	 	B. Section 1 (a) of the Canadian Agreement shall be amended to read in its entirety as follows:
	 	 
	 	« (a) On the terms and subject to the conditions of this Agreement, Bolloré hereby grants to the Distributor for the term of this Agreement ( as defined in Section 6 ) the exclusive right to purchase the cigarette paper booklets sold under the trademark « Zig-Zag » listed on Schedule A ( the « Products » ) and the filter tubes, injector machines and filter tips sold under the Trademark « Zig-Zag » listed on Schedule E (the « Accessory (ies)») from Bolloré for resale in the Dominion of Canada (the « Territory »).
	 	 
	 	During the term of this Agreement, Bolloré shall not sell the Products and the Accessories to any person or company in the Territory other than Distributor and, except as expressly provided in this Agreement, Bolloré shall sell to the Distributor the quantities of the Products and the Accessories required by the Distributor ».
	 	 
	4	The Agreements shall be amended by adding the words «
and the Accessories » immediately after the words « the Products » as follows :
	 	 








	 	 	 	 
	 	–	in Section 1 (b) :	first paragraph line 3 ;
	 	 	 	second paragraph line 3, 5 and 6 ;
	 	 	 	third paragraph line 2, 4 and 10 ;
	 	 	 	 
	 	–	in Section 1 (c) : line 9 ;
	 	 	 	 
	 	–	in Section 1 (d) : line 3 ;
	 	 	 	 
	 	–	in Section 1 (e) : line 4 and 16 ;
	 	 	 	 
	 	–	in Section 2 : first paragraph, line 4 ;
	 	 	 
	 	–	in Section 8 : first paragraph, line 2 (U.S.
    Agreement) ; in Section 7 : first paragraph, line 2 (Canadian Agreement) ;
	 	 	 
	 	–	in Section 9 (a) : fifth line (U.S. Agreement) ; in Section 8 : fifth line (Canadian Agreement).
	 	 	 
	5	The Agreements shall be amended by adding the words «or Accessories» immediately after the word « Products » as follows :
	 	 	 
	 	–	in Section 1 (b) : third paragraph line 6;
	 	 	 
	 	–	in Section 2 : first paragraph line 9 ;


  




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	 	–	in Section 3 (c) : line 8 ;
	 	 	 
	 	–	in Section 3 (c) : line 19 (U.S. Agreement) ; line 18 (Canadian Agreement) ;
	 	 	 
	 	–	in Section 6 (d): line 15;
	 	 	 
	 	–	in Section 9 (d) : line 9 (U.S. Agreement) ; in Section 8 (d) : line 9
    (Canadian Agreement) ;
	 	 	 
	6	The Agreements shall be amended by adding the words «and Accessories» immediately after the word « Products » as follows :
	 	 	 
	 	–	in Section 1 (b) : first paragraph line 6 ;
	 	 	 
	 	–	in Section 1 (e) : line 10 ;
	 	 	 
	 	–	in Section 2 : first paragraph line 1, 2 and 6 ;
	 	 	 
	 	–	in Section 3 (e) : line 10.
	 	 	 
	7	The Agreements shall be amended by adding the words: « or Accessory » immediately after the word « Product » as follows :
	 	 	 
	 	–	in Section 2    : 	second paragraph line 3 ;
	 	 	 	third paragraph line 2 and 6 ; 

fourth paragraph line 4 and 7 ;
	 	 	 
	 	–	in Section 3 (c) : line 2 and 9.
	 	 	 
	8	The Agreements shall be amended by adding the words « and Accessory » immediately after the words «the Product » as follows :
	 	 	 
	 	–	in Section 3 (e): line 6 and 8 (U.S. Agreement); line 6 and 7 (Canadian Agreement).
	 	 	 
	9	The Agreements shall be amended by adding the words « or the Accessory » immediately after the words « the Product » as follows :
	 	 	 
	 	–	in Section 3 (a) : line 2.
	 	 	 
	10	The Agreements shall be amended by adding the words: « or the Accessories » immediately after the words : « the Products » as follows :
	 	 	 
	 	–	in Section 2 : fifth paragraph line 2 ;


 







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	 	–	in Section 8 : second paragraph line 3 and 8 (U.S. Agreement) ; in Section 7 : second paragraph, line 3 and 8 (Canadian Agreement);
	 	 	 
	 	–	in Section 9 (a): line 7, 8 and 12 (U.S. Agreement): Section 8 (a): line 7, 8 and 12 (Canadian Agreement).
	 	 	 
	11	The Agreements shall be amended by replacing the word «Products» by the word « products » as follows :
	 	 	 
	 	–	in Section 2 : first paragraph line 24.
	 	 	 
	12	A. Section 3 (b) of the U.S. Agreement shall be deleted in its entirety and the following shall be inserted in lieu thereof:
	 	 	 
	 	« (b) (i)	From January 1, 1995, through December 31, 2004, the prices set forth on Schedule A shall be adjusted as of the first day of each year by a percentage equal to the percentage increase in the United States Consumer Price Index of the Northeast urban region during the 12 month period ended August 31 of the immediately preceding year. The foregoing percentage increase shall also apply to the amount of the Price reduction referred to in Schedule A.
	 	 	 
	 	       (ii)	The prices to be charged by Bolloré to the Distributor for the Accessories shall initially be the prices set forth in Schedule H, which shall remain in effect until December 31, 2002. From January 1, 2003 through December 31, 2004 the prices set forth in Schedule H shall be adjusted as of the first day of each year by a percentage equal to the percentage increase in The United States Consumer price index for the Northeast urban region during the 12 month period ended August 31 of the immediately preceding year. »
	 	 	 
	 	B. Section 3 (b) of the Canadian Agreement shall be deleted in its entirety and the following shall be inserted in lieu thereof:
	 	 	 
	 	« (b) (i)	From January 1, 1995, through December 31, 2004, the prices set forth on Schedule A shall be adjusted as of the first day of each year by a percentage equal to the percentage increase in the Canadian Consumer Price Index during the 12 month period ended August 31 of the immediately preceding year. The foregoing percentage increase shall also apply to the amount of the Price reduction referred to in Schedule A.
	 	 	 
	 	      (ii)	The prices to be charged by Bolloré to the Distributor for the Accessories shall initially be the prices set forth in Schedule E, which shall remain in effect until December 31, 2002. From January 1, 2003 through December 31, 2004 the prices set forth in Schedule E shall be adjusted as of the first day of each year by a percentage equal to the percentage increase in The Canadian Consumer price index during the 12 month period ended August 31 of the immediately preceding year. »


 







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	13	The following Section 3 shall be added to the U.S. Agreement as Section 3 (h) and to the Canadian Agreement as Section 3 (g) :
	 	 	 
	 	« (h)	
        Notwithstanding anything to the contrary
        in this Agreement, if at any time the price received by Bolloré under this Agreement for any type of Accessory fails to
        cover Bolloré’s costs ( e.g. cost of purchase from a third party manufacturer, manufacturing costs- in case Bolloré
        is the manufacturer of such Accessory-, transportation, taxes, warehousing and the like) for such Accessory, Bolloré
        may give notice to the Distributor to such effect and thereby implement this Section (the « Accessory Adjustment Notice »)
        in which event the parties shall promptly negotiate in good faith to determine if they can agree on an adjustment to the price
        being charged under this Agreement mutually acceptable to the parties. If the parties fail to reach an agreement within 30 days
        of the delivery of the Accessory Adjustment Notice, the Distributor shall have the right, subject to the conditions below, to contract
        with an alternate supplier reasonably acceptable to Bolloré (« Accessory Alternate Supplier ») to manufacture
        and supply the said type of Accessory to the Distributor, in which event Bolloré shall, pursuant to Section 9 (a) as supplemented
        by this Section 3 (h) (Section 8 (a), and 3 (g) for the Canadian Agreement) be deemed to have granted a licence to the Distributor
        to permit such manufacture of the Accessory by the Accessory Alternate Supplier for the sole account of the Distributor for such
        period as the Distributor shall be entitled to purchase from such Accessory Alternate Supplier in accordance with this Agreement.

         

        Such licence shall be granted against
        payment by the Distributor to Bolloré of a royalty of 10 % of the price paid by the Distributor for the purchase of said
        Accessory. Such royalty shall be payable every quarter. The Distributor shall within sixty days after the end of each fiscal
        quarter ( i.e. on March 31, June 30, September 30, December 31) provide a statement to Bolloré giving full particulars of
        the sales of said Accessory during the preceding quarter showing the quantity of such Accessories sold, the price charged, the
        cost of insurance and freight and the royally due and if more than one type of Accessory is concerned, showing such information
        for each type, together with any other particulars as Bolloré may reasonably require and shall pay the royalties to Bolloré
        at the same time as rendering such statement.

         

        The Distributor shall keep separate, detailed true
and accurate books and records of all sales of the Accessories to enable Bolloré to check the accuracy of the information
contained in the statements rendered under the foregoing and Bolloré shall be entitled to inspect the same by its
authorised representative or representatives during business hours and to take copies or extracts from such books and records;
such inspection shall be at Bolloré expenses except if a discrepancy of more than 5 % is found in which case the inspection
shall be at Distributor’s expenses. 

	 	 	 


 







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During
the 30-day period following the delivery of the Accessory Adjustment Notice, and for up to an additional 3 months thereafter,
if no agreement on a price adjustment has been reached, Bolloré shall continue to supply the Distributor under this Agreement
to enable the Distributor to retain an Accessory Alternate Supplier. After such additional 3 month period, or at such earlier
date as an Accessory Alternate Supplier shall have commenced supplying the said type of Accessory to the Distributor, Bolloré
may cease supplying the Distributor hereunder, with no further liability to Bolloré to supply the Distributor with such Accessory
under this Agreement ( unless Bolloré shall elect to continue supplying the Distributor pursuant to the provisions of this Section
3 (h) as set forth below).


 


The
parties rights under this Section 3 (h) (Section 3 (g) for the Canadian Agreement) shall be subject to the following :


 


		(i)	The
                                         Distributor shall give Bolloré not less than 10 days prior notice of the identity of,
                                         and the terms offered by, the Accessory Alternate Supplier and Bolloré shall have the
                                         right, exercisable by notice given within such 10 days period, to agree to supply the
                                         Distributor under this Agreement for the same price terms offered by the Accessory Alternate
                                         Supplier in which event the Distributor shall not retain the Accessory Alternate Supplier,
                                         and Bolloré shall continue to exclusively supply the Distributor under this Agreement
                                         but on such price terms (the « Accessory Match Right ») until the next Price
                                         Negotiation Period ;



 


		(ii)	Pursuant
                                         only to the terms of this Section 3 (h) (Section 3 (g) for the Canadian Agreement), the
                                         Distributor shall notify Bolloré of any change in price terms (not the result of changes
                                         due to the automatic operation of a specific price formula which was part of the original
                                         price terms) by the Accessory Alternate Supplier within 5 Business days of the Distributor
                                         being notified thereof and Bolloré shall have an Accessory Match Right for 5 business
                                         days following receipt of such notice in connection therewith ;



 


		(iii)	If
                                         the Distributor is being supplied by an Accessory Alternate Supplier pursuant to this
                                         Section 3 (h) (Section 3 (g) for the Canadian Agreement), Bolloré shall have the right,
                                         prior to or during any subsequent Price Negotiation Period, to notify the Distributor
                                         that it intends to commence shipping said Accessory hereunder again (as of either (x)
                                         the date such Price Negotiation Period commences or (y) the date final agreement is reached
                                         or an arbitration award is issued with respect to prices under Section 3 (d) and to exercise
                                         its right to negotiation and, if necessary, arbitrate a new price structure pursuant
                                         to Section 3 (d) above, in which event, thereafter Bolloré shall supply, and the Distributor
                                         shall purchase, such Accessory in accordance with the prices in effect pursuant to the
                                         terms of this Agreement, adjusted as may be required by such arbitration award or agreement
                                         as provided in Section 3 (d), subject to the right of Bolloré to give an Accessory Adjustment
                                         Notice under this Section again at a later time ; and



 


		(iv)	Any
                                         agreement between the Distributor and an Accessory Alternate Supplier shall not contain
                                         provisions which prevent the Distributor from complying with this Section ».



 




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		14	The
                                         following shall be added in Section 3 (f) of the U.S. Agreement:



 


			«
                                         Bolloré shall also establish and maintain a two-month supply of Accessories at a bonded
                                         warehouse in the United States on the same terms and pursuant to the same procedures
                                         as apply to the Supply Amount of Products under this paragraph. For the calendar year
                                         2002 and 2003, the amount of Accessories shall be as set forth in Schedule 2 ».



 


		15	The
                                         U.S. Agreement and the Canadian Agreement shall be amended by adding the words : «
                                         an Accessory Alternate Supplier » after the words « Alternate Supplier »
                                         in Section 5 (a) (i) line 5.



 


		16	The
                                         U.S. Agreement shall be amended by adding the words «3 (h) » after the words
                                         « Section 3 (g) » in Section 8, second paragraph line 2 and the Canadian
                                         Agreement shall be amended by adding the words « 3 (g) » after the words «
                                         Section 3 (f) » in Section 7, second paragraph line 2..



 


		17	Section
                                         9 (c) (i) of the U.S. Agreement and 8 (c) (i) of the Canadian Agreement shall be deleted
                                         in its entirety and the following shall be inserted in lieu thereof:



 


«
(c) Quality Control. (i) The Distributor shall at all times maintain the quality standards set forth by Bolloré for
all goods and services in connection with which the Marks are used, except that if an Alternate Supplier, an Accessory
Alternate Supplier or the Distributor is permitted to manufacture Products or Accessories under this Agreement, the quality
standards shall be determined in accordance with the next two sentences. In the event that an Alternate Supplier, an Accessory
Alternate Supplier or the Distributor is permitted to manufacture under this Agreement, Bolloré shall supply the
Distributor with a set of specifications for the manufacture of the Product or the Accessory concerned within 8 business days
of Bolloré’s Adjustment Notice under Section 3 (g) (3 (f) for the Canadian Agreement) or Accessory Adjustment
Notice under Section 3 (h) (3 (g) for the Canadian Agreement), Discontinuance Notice or Accessory Discontinuance Notice (as
hereafter defined) under Section 10 (b) (9 (b) for the Canadian Agreement), or the occurrence of a Disruption Event (as
hereafter defined) under Section 10 (a) (9 (a) for the Canadian Agreement), which specifications shall be the same as those
used by Bolloré for the year immediately prior to the notice or event. The Distributor shall submit to Bolloré,
for its written approval, samples of any Product or Accessory to be manufactured by an Alternate Supplier, an
Accessory Alternate Supplier or the Distributor and if Bolloré and the Distributor are unable to agree whether such
samples meet the specifications within two business days, then the parties shall submit the samples to an Independent
Evaluator (selected in accordance with the procedure set forth in Section 2) who shall determine whether or not such samples
meet specifications within two business days and whose determination shall be binding on the parties. The Distributor agrees
to cooperate with Bolloré to ensure preservation of the goodwill associated with the Marks and  to comply in all
material respects with all applicable laws and regulations pertaining to the goods and services in connection with which the
Marks are used. All use of the Marks shall conform to the image and reputation associated therewith. »


 




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		18	The
                                         following shall be added as Section 9 (g) to the U.S Agreement and Section 8 (g) to the
                                         Canadian Agreement: “Bolloré agrees that the products sold to the Distributor will
                                         have the same quality standards at the products sold to the Distributor when Bolloré
                                         owned the Perpignan facility”.



 


		19	A.
                                         The first sentence of Section 9 (e) of the U.S. Agreement shall be deleted in its entirety
                                         and the following shall be inserted in lieu thereof:



 


«
(e) Representation and Warranty. Bolloré hereby represents and warrants to the Distributor that it is
the owner of the Marks for use in connection with cigarette paper, filter tubes, injector machines and filter tips and is the
owner of U.S. registration n° 610, 530 - 1,127, 946 - 1, 247, 856, 2169549, 2169540, 2309274, 2309438, 2380641, 2382585
and application n° 75/664349 therefor. »


 


B.
The first sentence of Section 8 (e) of the Canadian Agreement shall be deleted in its entirety and the following shall be inserted
in lieu thereof:


 


«(e)
Representation and Warranty. Bolloré hereby represents and warrants to the Distributor that it is the owner
of Canadian Registration n° UCA44319 for the Mark « Zig Zag » and TMA 278058, TMA 521681, NFLD 00 1627 for the
head design for use in connection with cigarette paper, filter tubes, injector machines and filter tips in Canada, and applications
884 503, 1 027 893 and 1 027 894 therefor».


 


		20	Section
                                         10 (a) and (b) of the U.S. Agreement and 9 (a) and (b) for the Canadian Agreement
                                         shall be deleted in its entirely and the following shall be inserted in lieu thereof:



 


«10
(9 for the Canadian Agreement) - Interruption in Supply; Permanent Discontinuances


 


(a)
If Bolloré is unable to furnish some or all of the Distributor’s requirements for Products or Accessories for
any reason, other than (i) Bolloré’s inability to furnish Products or Accessories requested by the Distributor
which exceed the quarterly or monthly maximums set forth in the last sentence of Section 3 (e) (ii) the application of the
second paragraph of Section 3 (g) (3 (f) for the Canadian Agreement) or (iii) the application of the fourth paragraph of
Section 3 (h) (3 (g) for the Canadian Agreement) (a « Disruption Event »), then the performance of the
obligations of Bolloré shall be suspended during the continuance of any Disruption Event and shall be resumed promptly
upon the cessation of the Disruption Event. During a Disruption Event, the Distributor shall be entitled to substitute other
equivalent product of like quality to the extent its requirements are not being filled by Bolloré, subject to the
provisions of Section 9 (c) (8 (c) for the Canadian Agreement) above , with an Alternate Supplier or an Accessory Alternate
Supplier (as the case may be), and Bolloré may, at its option, select the Alternate Supplier or Accessory Alternate
Supplier who shall be reasonably satisfactory to the Distributor. In such event, Bolloré shall, but only in relation
to the Products, reimburse the Distributor for the cost of the substituted product from such alternate sources to the extent
it exceeds the current purchase price of the Product (the « Price Differential Payment »).


 


(b)  (i)   In
the event that Bolloré decides to discontinue its cigarette paper manufacturing operations permanently without assigning its rights
to the « Zig-Zag » mark and this Agreement to a third party as described in the second sentence of the second paragraph
of Section 14 (a) (12 (a) for the Canadian Agreement), it shall provide the Distributor with written notice of such decision («
Discontinuance Notice ») at least 180 days prior to the effective date of such discontinuance, and the Distributor shall
be permitted to manufacture or permit others to manufacture the Products for the Distributor’s account pursuant to Section
9 (8 for the Canadian Agreement) hereof, with an Alternate Supplier. After such 180-day period, Bolloré may discontinue its operation
with no further liability to ship the Products to the Distributor hereunder or to pay the price Differential Payment.


 




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		(ii)	In
                                         the event that Bolloré decides to discontinue either to sell or to manufacture any type
                                         of Accessory permanently without assigning its rights to the « Zig-Zag »
                                         mark and this Agreement to the third party as described in the second sentence of the
                                         second paragraph of Section 14 (a) (12 (a) for the Canadian Agreement), it shall provide
                                         the Distributor with written notice of this decision (« Accessory Discontinuance
                                         Notice ») at least 180 days prior to the effective date of such discontinuance.,
                                         and the Distributor shall be permitted to manufacture or permit others to manufacture
                                         the said Accessory for the Distributor’s account pursuant to Section 9 (8 for the
                                         Canadian Agreement) hereof, with an Accessory Alternate Supplier. After such 180-day
                                         period, Bolloré may discontinue its operation with no further liability to ship the said
                                         Accessory to the Distributor hereunder.»



 


		21	The
                                         Definition of Investment Competitive Activities, Investment Competitor, Purchasing Competitive
                                         Activities and Purchasing Competitor in Section 11 of the U.S. Agreement and Section
                                         10 of the Canadian Agreement shall be amended and replaced by the following definitions
                                         :



 


«
Investment Competitive Activities » shall mean manufacturing, selling, distributing, marketing or otherwise promoting
in the Territory cigarette paper booklets, filter tubes, injector machines or filter tips.


 


«
Investment Competitor » shall mean any Entity that directly or indirectly manufactures, sells, markets, distributes or otherwise
promotes cigarette paper booklets, filter tubes, injector machines or filters tips in the Territory; owns directly or indirectly
20% or more of an Equity Interest of any class in any other Investment Competitor; or which has the right to appoint a majority
of the members of the Board of Directors of an Investment Competitor or its Parent.


 


«
Purchasing Competitive Activities » shall mean manufacturing, selling, distributing or otherwise promoting in the Territory
cigarette paper, cigarette paper booklets, filter tubes, injector machines or filter tips.


 


«
Purchasing Competitor » shall mean any Entity that, directly or indirectly, manufactures, sells, markets, distributes or
otherwise promotes cigarette paper, cigarette paper booklets, filter tubes or filter tips in the Territory ; owns directly or
indirectly more than a 20% Equity interest in any other Purchasing Competitor or which serves as a director or officer or which
has the right to appoint an officer or director to the Board of Director of a Purchasing Competitor or its Parent, other than
the ownership of an Equity Interest in the Distributor, its Subsidiaries, or the Sole Parent.


 




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		22	The
                                         following paragraph shall be added to Section 5 (a) (i) of the Distribution Agreement:



 


«
Notwithstanding the foregoing, the Distributor shall have the right to sell, market, distribute or otherwise promote filter tubes
under a trademark other than the Zig Zag trademark provided such tubes are supplied by Bolloré on the same terms and conditions
as provided under this Distribution Agreement, and provided the trademark is owned by Bolloré. »


 


		23	Except
                                         as set forth in this Amendment the terms and provisions of the U.S. Agreement and Canadian
                                         Agreement shall remain in full force and effect.



 


		24	Each
                                         of the parties represents and warrants to the other that this amendment has been duly
                                         authorized by all necessary corporate action and that any consent required by either
                                         party in connection with the Amendment have been obtained by such party. Please sign
                                         in the space below to indicate your agreement with the foregoing.



	 	 	 
	 	 	Very truly yours,
	 	 	 
	 	 	/s/ Cédric Bolloré







	 	 	Cédric Bolloré
	 	 	Director, Industrial Divisions
	 	 	 
	 	 	 
	/s/ Thomas F. Helms Jr. 



	 	 
	Chairman And CEO	 	 
	Agreed to and accepted	 	 
	North Atlantic Operating Company Inc.	 	 


  




    	-10-



    	 



    

  


SCHEDULE
H


 


Tubes


 


These
prices include all requested improvements on tubes packaging, i.e. cellowrapping boxes by 5, stiffer cardboard box, stiffer master
case, clear tape closing strip.


	 	 	 
	Product Code	Product Name	Price in euro/case
	 	 	 
	TUZZ/100/US	KS Tube in 100’	38.62
	TUZZ/200/US	KS Tube in 200’	34.07
	TUZZ/100/US/VEN	KS Light Tube in 100’	44.09
	TUZZ/200/US/VEN	KS Light Tube in 200’	40.36
	TUZZ/200/US/VENC	KS Light in 200’ with coupon	41.01
	TUZZ/200/US/UL	KS Ultralight Tube in 200’	45.45
	 	 	 
	Product Code1	Product Name	Price in U.S.D / case
	00 770	100 mm full flavour tubes in 200 count + $ 1,00 off coupon in
    each carton	60.83
	00 635	100 mm light tubes in 200 count + $ 1.00 off coupon 

in each
    carton	60.83


 

Injectors


 


These
prices are for an injector with NAOC packaging specifications, including individual plastic box, instruction sheet, cardboard
insert, extra nozzle, box of 6 injectors, mater case of 4 boxes.


	 	 	 
	Product code	Product name	Price in euro per case
	 	 	 
	MTZZKS/4/6/US	KS Injector	43.92
	MTZZ100/4/6/US	100 mm Injector	55.12





	 	 	 
	Filter tips	 	 
	 	 	 
	Regular Acetate tips in
    soft poaches of 100 tips:	9.63 € per box of 30 poaches
	Slim Acetate tips in soft
    poaches of 100 tips:	10.48 € per box of 34 poaches
	 	 
	Each case contains 8 boxes
    of filter tips.	 


 


 





		1	Those
                                         two products (00 770 and 00 635) shall be included in this Agreement for so long only
                                         as significant manufacturer make such products available at market price 



 




    	 



    	 



    

 


APPENDIX
1


 


Tubes


 


These
prices include all requested improvements on tubes packaging, i.e. cellowrapping boxes by 5, stiffer cardboard box, stiffer master
case, clear tape closing strip.


	 	 	 
	Product Code	Product Name	Price in euro/case
	 	 	 
	TUZZ/100/US	KS Tube in 100’	38.62
	TUZZ/200/US	KS Tube in 200’	34.07
	TUZZ/100/US/VEN	KS Light Tube in l00’	44.09
	TUZZ/200/US/VEN	KS Light Tube in 200’	40.36
	TUZZ/200/US/VENC	KS Light in 200’ with coupon	41.01
	TUZZ/200/US/UL	KS Ultralight Tube in 200’	45.45
	 	 	 
	Product Code 1	Product Name	Price in U.S.D / case
	00 770	100 mm full flavour tubes in 200 count + $ 1,00 off coupon in
    each carton	60.83
	00 635	100 mm light tubes in 200 count + $ 1.00 off coupon 

in each
    carton	60.83


 

Injectors


 


These
prices are for an injector with NAOC packaging specifications, including individual plastic box, instruction sheet,
cardboard insert, extra nozzle, box of 6 injectors, mater case of 4 boxes.


	 	 	 
	Product code	Product name	Price in euro per case
	 	 	 
	MTZZKS/4/6/US	KS Injector	43.92
	MTZZ100/4/6/US	100 mm Injector	55.12


 


	Filter
    tips	 
	 	 
	Regular Acetate tips in soft poaches
    of 100 tips:	9.63 € per box of 30 poaches
	Slim Acetate tips in soft poaches of
    100 tips:	10.48 € per box of 34 poaches
	 	 
	Each case contains 8 boxes of filter
    tips.	 
	 	 


 



		1	Those
                                         two products (00 770 and 00 635) shall be included in this Agreement for so long only
                                         as significant manufacturer make such products available at market price 



 




    	 



    	 



    

 


SCHEDULE
C


 




TRADEMARKS


 


	Mark
    / Goods	 	Appln.
    No.

    Reg. N°	 	Date
    Reg.

    Applied For	 	Current

    Record Owner	 
	 	 	 	 	 	 	 	 
	Zig-Zag / Cigarette Papers	 	UCA44319	 	08/15/1952	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Design Only / Cigarette Papers	 	278058	 	03/25/1983	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Smoking Man Design / Cigarette Papers	 	521681	 	01/18/2000	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Zig-Zag and Design / Cigarette Papers	 	1627	 	12/28/1928	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Design Only / Pocket Machines for rolling cigarettes, Cigarette
    Rolling Machines, Cigarette Lighters (not of precious metals), Pocket Machines for filling cigarettes, and Filter Tips for
    cigarettes	 	1027893	 	09/03/1999	 	Bolloré	 
	 	 	 	 	 	 	 	 
	ZIG ZAG / Pocket Machines for rolling cigarettes, Cigarette Rolling
    Machines, Cigarette Lighters (not of precious metals), Pocket Machines for filling cigarettes, and Filter Tips for cigarettes	 	1027984	 	07/15/1999	 	Bolloré	 
	 	 	 	 	 	 	 	 
	ZIG-ZAG / Cigarette Paper Tubes	 	0884503	 	07/15/1998	 	Bolloré	 


  




    	 



    	 



    

  


SCHEDULE
E


 


TRADEMARKS 


	 	 	 	 	 	 	 	 
	Mark/Goods	 	Appln.
    No.

    Reg. N°	 	Date
    Reg./

    Date Reg.	 	Current
    Record

    Owner	 
	 	 	 	 	 	 	 	 
	Zig-Zag Cigarette Paper	 	1,127,946	 	12/18/1979	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Zig-Zag Cigarette Paper	 	610,530	 	08/16/1955	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Design Only / Cigarette Papers	 	1,247,856	 	08/09/93	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Smoking Man Design / Cigarette Papers	 	2,169,549	 	06/30/1998	 	Balloré	 
	 	 	 	 	 	 	 	 
	Smoking Man in Circle Design / Cigarette
    Papers	 	2,169,540	 	06/30/1993	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Zig-Zag / Cigarette Lighters (not of precious metals), Pocket Machines
    for Rolling Cigarettes, Cigarette Tubes and Pocket Machines for Filling CigaretteTubes	 	2,309,274	 	01/18/2000	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Zig-Zag/ Filter Tips for cigarettes	 	2,309,438	 	01/18/2000	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Smoking Man Design / Filter Tips for cigarettes	 	75/664,349	 	03/19/1999	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Design Only / Cigarette Lighters not of precious metal, Cigarette
    Tubes, Pocket Machines for rolling cigarettes and filling cigarette tubes	 	2,380,641	 	08/29/2000	 	Bolloré	 
	 	 	 	 	 	 	 	 
	Smoking Man in Circle W/Leaves design Clothing, namely t-shirts,
    baseball shirts, jackets, caps, nightshirts, sweatshirts, shorts	 	2,382,585	 	05/09/00	 	Bolloré