EXHIBIT 10.2
AMENDMENT NO. 1 TO
UMBRELLA AGREEMENT
This Amendment No. 1 to the Umbrella Agreement dated as of June 14, 1999
("Umbrella Agreement") is dated as of January 1, 2003 ("AMENDMENT NO. 1") and is
by and between The Goodyear Tire & Rubber Company, a company organized and
existing under the laws of the State of Ohio of the United States of America
("GOODYEAR") and Sumitomo Rubber Industries, Ltd., a company organized and
existing under the laws of Japan ("SRI").
WITNESSETH:
WHEREAS, the parties desire to delete the time periods to attain certain
brand market shares and extend the period for suspension of exit rights.
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. TIME PERIODS TO ATTAIN 6% OF MARKET FOR GOODYEAR BRANDS ARE DELETED
The parties hereby delete entirely Article 17.01(i) from the Umbrella Agreement.
2. ADDITIONAL PERIOD OF SUSPENSION OF EXIT RIGHTS
The parties hereby lengthen the five year suspension period under
Article 17.02 of the Umbrella Agreement to ten years and restate such Article as
follows:
17.02 Suspension of Exit Rights. Notwithstanding any other
provision of this Agreement, neither SRI nor Goodyear will
exercise any Global Exit Right or Regional Exit Right pursuant to
paragraph (d) through and including (h) of Article 17.01 prior to
the tenth anniversary of the Closing; provided that following
such tenth anniversary SRI and Goodyear may exercise any Global
Exit Right or Regional Exit Right that may have accrued during
the preceding ten years but which such Party was restricted from
exercising as a result of this Article 17.02, as amended.
3. GENERAL
3.1 The parties hereby amend the Umbrella Agreement to give effect to
the provisions of this Amendment No. 1 but in all other respects
the other
terms and conditions of the Umbrella Agreement shall continue
without change.
3.2 The parties hereby acknowledge that expressions used in this
Amendment No. 1 will have the same meanings as are ascribed
thereto in the Umbrella Agreement unless otherwise specifically
defined herein.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment
No. 1 to the Umbrella Agreement to be duly executed as of the day and year first
above written in this Amendment No. 1.
THE GOODYEAR TIRE & RUBBER COMPANY
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Senior Vice President
Business Development and Integration
Attest: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Assistant Secretary
SUMITOMO RUBBER INDUSTRIES, LTD.
By: /s/ RYOCHI SAWADA
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Ryochi Sawada
Title: Representative Director and
Executive Director
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