THE PARTIES WILL DISCUSS A
NON-BINDING FORECAST OF THE TOTAL QUANTITY OF LICENSED PRODUCTS ESTIMATED TO BE
SOLD BY ORAL DNA DURING THE UPCOMING CALENDAR QUARTER, (B) ORAL DNA WILL REPORT
TO ILI ON THE NUMBER OF SALES CALLS FOR LICENSED PRODUCTS MADE BY ORAL DNA
DURING EACH CALENDAR MONTH OF THE PREVIOUS CALENDAR QUARTER, AND (C) THE PARTIES
WILL DISCUSS SUCH OTHER MARKETING TOPICS AS AGREED TO BY THE PARTIES.
IN
ADDITION TO THE MARKETING PLAN, ORAL DNA WILL SUBMIT TO ILI IN ADVANCE ALL
SALES, PROMOTIONAL AND MARKETING MATERIALS TO BE USED FOR LICENSED PRODUCTS.
3.3
NOTICE OF CERTAIN EVENTS.
ORAL DNA SHALL
PROVIDE ILI WITH WRITTEN NOTICE WITHIN THIRTY (30) DAYS OF THE OCCURRENCE OF THE
FIRST COMMERCIAL SALE OF THE FIRST LICENSED PRODUCT AND ANY OTHER MATERIAL EVENT
RELATED TO THE MARKETING AND/OR COMMERCIALIZATION OF LICENSED PRODUCTS, AND ANY
ADVERSE EVENT OR PRODUCT COMPLAINT INFORMATION RELATING TO LICENSED PRODUCTS.
3.4
RESULT REPORTS.
THE PARTIES SHALL COOPERATE
IN GOOD FAITH IN THE PREPARATION OF THE FORM OF REPORT TO BE USED BY ORAL DNA TO
REPORT TO PATIENTS THE RESULTS OF PST® GENETIC RISK ASSESSMENT TESTS CONDUCTED
BY ORAL DNA, WHICH SHALL BE BASED ON A TEMPLATE ATTACHED HERETO AS EXHIBIT B.
("PST® RESULT REPORTS").
ALL SUCH PST® RESULT REPORTS SHALL INCLUDE THE NAMES
AND LOGOS OF BOTH PARTIES AS WELL AS THE PST® LOGO. ORAL DNA HEREBY ACKNOWLEDGES
ILI'S OWNERSHIP OF ALL RIGHT TITLE AND INTEREST IN AND TO THE ILI NAME AND THE
PST® LOGO, AND AGREES THAT (A) IT WILL DO NOTHING INCONSISTENT WITH SUCH
OWNERSHIP, (B) ALL USE OF THE ILI NAME AND THE PST® LOGO BY ORAL DNA SHALL BE IN
ACCORDANCE WITH ANY INSTRUCTIONS PROVIDED IN WRITING BY ILI TO ORAL DNA AND
(C) IN THE EVENT OF ANY INAPPROPRIATE USE OF THE ILI NAME AND THE PST® LOGO, AS
DETERMINED BY ILI, ILI SHALL HAVE THE RIGHT TO TERMINATE THIS AGREEMENT PURSUANT
TO SECTION 7.2.2.
3.5
ADDITIONAL TESTING SERVICES.
ORAL DNA AS
PART OF ITS MARKETING EFFORTS, SHALL COMMUNICATE TO ITS DENTAL CLIENTS
INFORMATION ON ADDITIONAL GENETIC TESTING AVAILABLE TO PATIENTS FROM ILI. TO THE
EXTENT PATIENTS CONSENT TO HAVING A DUPLICATE SAMPLE SENT TO ILI, ORAL DNA SHALL
SEEK TO HAVE ITS DENTAL CLIENTS OBTAIN FROM EACH PATIENT AN INFORMED CONSENT IN
ACCORDANCE WITH
Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934,
as amended.
8
21 C.F.R. PARTS 50 AND 56, IN A FORM ACCEPTABLE TO ILI AND CONTAINING SUCH
INFORMATION CONCERNING THE PATIENT AS MAY BE REASONABLY REQUESTED BY ILI (EACH,
AN "INFORMED CONSENT") AUTHORIZING ILI TO CONTACT PATIENT FOR PURPOSES OF
OFFERING TO PROVIDE NON-DENTAL RELATED ADDITIONAL TESTING SERVICES FOR A FEE.
SUBJECT TO THE FOREGOING, (A) ORAL DNA SHALL ATTEMPT TO HAVE ITS DENTAL CLIENT
OBTAIN FROM EACH SUCH PATIENT AND PROVIDE TO ILI AN ADDITIONAL DNA SAMPLE