DEVELOPMENT SERVICES, AND TO THE EXTENT G-FORM PROVIDES
DEVELOPMENT, G-FORM WILL CHARGE ON A PROJECT BY PROJECT OR HOURLY RATE AS
AGREED BETWEEN THE PARTIES.
14. IMMEDIATELY UPON EXECUTION OF THIS MEMORANDUM OF UNDERSTANDING, FORWARD MAY
BEGIN SELLING G-FORM BRANDED PRODUCTS INCORPORATING THE TECHNOLOGY IN
ACCORDANCE WITH SECTION 6C.
15. AFTER THE FIRST YEAR, THE AGREEMENT MAY BE TERMINATED AT ANY TIME BY
FORWARD WITH SIX MONTHS NOTICE AND ALL ROYALTIES AND OTHER OUTSTANDING
CHARGES DUE PAID.
THE AGREEMENT MAY BE TERMINATED BY G-FORM IF THERE IS AN
UNCORRECTED, MATERIAL BREACH BY FORWARD OF THE TERMS OF THE AGREEMENT.
FOLLOWING TERMINATION, THERE WILL BE A WIND-DOWN PERIOD FOR FORWARD TO
DISPOSE OF INVENTORY, SUBJECT TO AN ONGOING DUTY TO PAY ROYALTIES TO
G-FORM.
16. THIS MEMORANDUM OF UNDERSTANDING IS A BINDING AGREEMENT BETWEEN THE
PARTIES.
WITHIN 30 DAYS OF SIGNING THIS MEMORANDUM OF UNDERSTANDING OR
SOONER, G-FORM AND FORWARD WILL USE COMMERCIALLY REASONABLE EFFORTS TO
REPLACE THIS MEMORANDUM OF UNDERSTANDING WITH A MUTUALLY AGREEABLE LICENSE
AGREEMENT THAT WILL INCLUDE THE ABOVE POINTS AND SUCH OTHER TERMS AND
PROVISIONS AS ARE GENERALLY NECESSARY AND APPROPRIATE FOR SUCH AN
AGREEMENT.
[*] Certain information in this document has been omitted and filed separately
with the Securities and Exchange Commission.
Confidential treatment has been
requested with respect to the omitted portions.
3
Accepted by:
/s/ Brett M. Johnson
Signature
Brett M. Johnson
CEO
8/30/2011
Name/Forward/ Title/Date
/s/ Daniel Wyner
Signature
Daniel Wyner
CEO
8/29/2011
Name/G-Form/ Title/Date
[*] Certain information in this document has been omitted and filed separately
with the Securities and Exchange Commission.
Confidential treatment has been
requested with respect to the omitted portions.
4