Exhibit 10.25


 


CONFIDENTIAL


  


	 	 






 


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.  In contrasts, a photodetector or photoconductor provides a signal or current to control detection circuitry, or the output
of information from the 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 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.


  


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


 




     


     


    

  


CONFIDENTIAL


 


Mr.
John F. Ritter


Princeton
University


June
4, 2004


Page
2


 


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
	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 ● Ewing, NJ 08618 ● (609) 671-0980 ● Fax (609) 671-0995


 




     


     


    

  


CONFIDENTIAL


 


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 photodetctor 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 ● Ewing, NJ 08618 ● (609) 671-0980 ● Fax (609) 671-0995