exv10w23



 





EXHIBIT 10.23




	 	 	 
	

	 	






June 4, 2004




VIA OVERNIGHT MAIL




Mr. John F. Ritter

Office of Technology and Trademark Licensing

Princeton University

4 New South Building

P.O. Box 36

Princeton, NJ 08544




Re:     Clarification
of UDC/GPEC Research and License Arrangements




Dear John,



Under the 2002 Amended Research Agreement between Universal Display Corporation (“UDC”) and
Princeton University, and by extension the subcontract between Princeton University and the
University of Southern California (“USC”), no other commercial entity can fund Dr. Stephen R.
Forrest’s or Dr. Mark E. Thompson’s work in the area of thin film organic electronics for displays,
lasers, lighting, organic tft’s, organic memories and other thin-film organic devices, but not
including thin film organic photovoltaic cells for solar energy conversion. Similarly, under the
new 2004 Research Agreement between Global Photonic Energy Corporation (“GPEC”) and Princeton
University, and by extension the subcontract between Princeton University and USC, no other
commercial entity can fund Dr. Forrest’s or Dr. Thompson’s work in the area of organic photovoltaic
cells for solar energy conversion.



It is agreed that an “organic photovoltaic cell for solar energy conversion,” also known as a
photovoltaic (“PV”) device or solar cell, is a type of photosensitive optoelectronic device that is
specifically used to generate electrical power. The attached definitions are to be used for
further clarification of the differences between PV devices and other classes of photosensitive
optoelectronic devices. As a general rule, a photovoltaic cell provides power to a circuit, device
or equipment, but does not provide a signal or current to control detection circuitry, or the
output of information from the detection circuitry. In contrast, a photodetector or photoconductor
provides a signal or current to control detection circuitry, or the output of information from the
detection circuitry but does not provide power to the circuitry, device or equipment.



Based on the foregoing and in order to eliminate any confusion moving forward, it is agreed that
all intellectual property developed following the date hereof based on work conducted by Dr.
Forrest and/or Dr. Thompson or their research teams under the UDC 2002 Amended Research Agreement
and/or the new GPEC 2004 Research Agreement will be exclusively licensed to UDC under the UDC
License Agreement with Princeton University and USC, and/or through GPEC on fair and reasonable
terms but at no added cost, in the area of thin film organic electronics for displays, lasers,
lighting, organic tft’s, organic memories and other thin-film


375
Phillips Boulevard Ÿ Ewing, NJ
08618 Ÿ (609)
671-0980 Ÿ Fax (609) 671-0995



 









 








Mr. John F. Ritter

Princeton University

June 4, 2004

Page 2



organic devices, but not including thin film organic photovoltaic cells for solar energy
conversion, as clarified in the attached definitions. Similarly, it is agreed that all
intellectual property developed following the date hereof based on work conducted by Dr. Forrest
and/or Dr. Thompson or their research teams under the new GPEC 2004 Research Agreement and/or the
UDC 2002 Amended Research Agreement will be exclusively licensed to GPEC under the GPEC License
Agreement with Princeton University and USC, and/or through UDC on fair and reasonable terms but at
no added cost, in the area of organic photovoltaic cells for solar energy conversion, as clarified
in the attached definitions. Consistent with the foregoing, Princeton University and/or USC shall
inform both GPEC and UDC of their development under either or both research agreements of any
intellectual property reasonably believed to have potential application in both areas.



We trust that Princeton University, Dr. Forrest and Dr. Thompson concur with the views of UDC and
GPEC expressed in this letter. If so, please acknowledge as such by having this letter signed in
the appropriate spaces provided below and delivering a signed copy of this letter to each of us.





	 	 	 
	Sincerely yours,

	 	Sincerely yours,
	 
	 	 
	/s/ Steven V. Abramson

	 	/s/ Aaron L. Wadell 6/4/04
	 
	 	 
	Steven V. Abramson

	 	Aaron L. Wadell
	President

	 	President
	Universal Display Corporation

	 	Global Photonic Energy Corporation






Acknowledged and agreed to on behalf of The Trustees of Princeton University:




	 	 	 	 	 	 	 
	By:

	 	/s/ John F. Ritter
 

	 	 
	 	Date: 6/7/04
	 
	 	 	 	 	 	 
	Name:

	 	John F. Ritter
 

	 	 	 	 
	 
	 	 	 	 	 	 
	Title:

	 	Director, OTL
 

	 	 	 	 






Read and Understood by:




	 	 	 	 	 
	/s/ Stephen R. Forrest

	 	 	 	    Date: 6/4/04
	 
	 	 	 	 
	Dr. Stephen R. Forrest
	 	 	 	 
	 
	 	 	 	 
	/s/ Mark E. Thompson

	 	 	 	    Date: 6/14/04
	 
	 	 	 	 
	Dr. Mark E. Thompson
	 	 	 	 





375
Phillips Boulevard Ÿ Ewing, NJ
08618 Ÿ (609)
671-0980 Ÿ Fax (609) 671-0995




 










 








Definitions



[0001] Optoelectronic devices rely on the optical and electronic properties of materials to either
produce or detect electromagnetic radiation electronically or to generate electricity from ambient
electromagnetic radiation.



[0002] Photosensitive optoelectronic devices convert electromagnetic radiation into electricity.
Solar cells, also called Photovoltaic (PV) devices, are a type of photosensitive optoelectronic
device that is specifically used to generate electrical power. PV devices, which may generate
electrical energy from light sources other than sunlight, can be used to drive power consuming
loads to provide, for example, lighting, heating, or to power electronic circuitry or devices such
as calculators, radios, computers or remote monitoring or communications equipment. These power
generation applications also often involve the charging of batteries or other energy storage
devices so that operation may continue when direct illumination from the sun or other light sources
is not available, or to balance the power output of the PV device with a specific application’s
requirements. As used herein the term “resistive load” refers to any power consuming or storing
circuit, device, equipment or system.



[0003] Another type of photosensitive optoelectronic device is a photoconductor cell. In this
function, signal detection circuitry monitors the resistance of the device to detect changes due to
the absorption of light.



[0004] Another type of photosensitive optoelectronic device is a photodetector. In operation a
photodetector is used in conjunction with a current detecting circuit which measures the current
generated when the photodetector is exposed to electromagnetic radiation and may have an applied
bias voltage. A detecting circuit as described herein is capable of providing a bias voltage to a
photodetector and measuring the electronic response of the photodetector to electromagnetic
radiation.



[0005] These three classes of photosensitive optoelectronic devices may be characterized according
to whether a rectifying junction as defined below is present and also according to whether the
device is operated with an external applied voltage, also known as a bias or bias voltage. A
photoconductor cell does not have a rectifying junction and is normally operated with a bias. A PV
device has at least one rectifying junction and is operated with no bias. A photodetector has at
least one rectifying junction and is usually but not always operated with a bias.




375
Phillips Boulevard Ÿ Ewing, NJ
08618 Ÿ (609)
671-0980 Ÿ Fax (609) 671-0995