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H 1001 19?53 Contract No. 30 AGREEMENT BETWEEN THE COUNCIL FOR TOBACCO RESEARCH - U.S.A., INC. AND MICROBIOLOGICAL ASSOCIATES This Agreement will serve to approve the extension of the contract between The Council for Tobacco Research - U:S.A., Inc., hereinafter sometimes called CTR, and Microbiological Associates, hereinafter sometimes called MA, in an amount not to eaceed $1,170,000 covering the period September 1, 1978 through August 31, 1979 in accordance with MA's Proposed Studies for CTR-0030 "Smoke Inhalation Carcinoger.e:is Studies in Mice," dated August 24, 1978. At its option and expense, The Council may arrange for an independent audit of direct costs and overhead incurred by MA in the direct performance of this contract extension. It is understood that any such audit will be performed by an independent auditor mutually agreeable to The Council and MA and may commence at any time during the budgetary period or for a period of six (6) months after the expiration date of this extension. The Council shall make payment to MA on a monthly basis within twenty (20) days of receipt of an invoice detailing charges incurred in , perfcrmance of the contract. Final payment of fee will be made after approval of the report by The Council's Executive Vice President or his designated representative. Should any substantial deviations from the protocols seem necessary due to results observed during the course of the study, MA will notify The Council. Any such proposed change to the protocol resulting in any revision in cost will be submitted and will depend upon written confir- mation and approval of CTR. It is understood and agreed that any major additions to or changes in the protocol which either party to this agreement might request will be covered by mutually acceptable separate written addenda to this Agreement. CTR has the option to extend the term of this Agreement for two (2) additional years at a price to be negotiated annually. CTR will notify MA of their intention to renew the Agreement in writing at least sixty (60) days prior to the termination of the Agreement. MA will not te liable for and will be excused for•failur2 to perform under this Agreement which failure results from causes beyond its reasonable control. Except as otherwise specifically provided in this Agreement, any disputes concerning questions of fact under this Agreement which are not

I H T®01 1;'254 - promptly disposed of by mutual agreement shall be resolved through binding arbitration under the rules of the American Arbitration Association. All data obtained and all inventions, developments, findings or discoveries whether or not patentable, made by MA in the course of, or as a result of, work done under this Agreement shall be the sole and exclusive property of CTR. MA will execute assignments and cooperate in the making of patent applications and in the executing of all other necessary papers, as well as requiring execution by its empltyees, where necessary. MA agrees to keep secret and confidential any information, knowledge or data obtained in connection with, or as a result of, work dine under this Agoeement, and designated in writing by The Council as secret or confidential. MA further agrees not to use such information for itself or for others either directly or indirectly, or disclose it to any third party outside of CTR without The Council's prior written approval. All single-purpose equipment, documents, books, records, notes or other materials or data furnished by or on behalf of CTR in connection with work done under this Agreement shall a. all times be the property of CTR and shall be returned by MA to the respective owner as designated by CTR at the termination of this Agreement, or at any time that CTR may request. However, MA shall reserve the right to maintain all necessary books and records required for internal record keeping purposes. In the event that this Agreemen t is not extended, the facilities rearrangement shall become the property of MA. Upon completion or expiration of this contract, MA shall also render an accounting of all CTR equipment which had come into the possession or custody of MA under this contract. MA, at its option, may purchase available equipment from CTR as foilows: Period of Time After Purchase Price 7. Year in Wh:ch The of Acquired Value Equipment_Was Purchased 1st Year 20A 2nd Year 20. 3rd Year 20% 4th Year 15% 5'h Year 107 Thereafter $1.00 THE COUNCIL FOR TOBACCO RESEARCH, - U.S.A., INC. aCCEPTED: BY: xecu- ti ve- Vice Presi ent MICROBIOLOGICAL ASSOCIATES BY: TJIQJ / DATE: M`arl A~m .ontgomery Director of Contract Administration

Nr®0119255 Contract No. 30 AGREEMENT BETWEEN THE COI:NCIL FOR TOBACCO RESEARCH - U.S.A., INC. AND MICROBIOLOGICAL ASSOCIATES This Agreement will serve to approve the extension of the contract between The Council for Tobacco Research - U:S.A., Inc., hereinafter sometimes called CTR, and Microbiological Associates, hereinafter sometimes called MA, in an amount not to exceed 51,170,000 covering the period September 1, 1978 through August 31, 1979 in accordance with MA's Proposed Studies for CTR-0030 "Smoke Inhalation Carcinogenesis Studies in Mice," dated August 24, 1978. At its option and expense, The Council may arrange for an independent audit of direct costs and overhead incurred by MA in the direct performance of this contract extension. It is understood that any such audit will be performed by an independent auditor mutually agreeable to The Council and MA and may corrmence at any time daring the budgetary period or for a period cf six (6) months after the expiration date of this extension. The Council shall make payment to MA on a monthly basis within twenty (20) days of receipt of an invoice detaiTing charges incurred in performance of the contract. Final payment of fee will be made after approval of the report by The Council's Executive Vice President or his designated representative. Should any substantial deviations from the prctocols seem riecessary aue to results observed during the course of the study, MA will notify The Council. Any such proposed change to the protor,ol resulting in any revision in cost will be submitted and will depend upon written confir- mation and approval of CTR. It is understood and agreed that any major additions to or changes in the protocol which either party to this agreement might request will be covered by mutually acceptable separate written addenda to this Agreement. CTR has the option to extend the term of this Agreement for two (2) additional years at a price to be negotiated annually. CTR will notify MA of their intention to renew the Agreement in writing at least sixty (60) days prior to the termination of the Agreement. MA will not be liable for and will be excused for•failure to perform under this Agreement wtiich failure results from causes beyond its reasonable control. Except as otherwise specifically provided in this Agreement, any disputes concerning questions of fact under this Agreement which are not

HT00119256 I promptly disposed of by nutual agreement shall be resolved through binding arbitration under the rules of the American Arbitration Association. All data obtained and all inventions, developments, findings or discoveries whether or not patentable, made by MA in the course of, or as a result of, work done under this Agreement shall be the sole and exclusive property of CTR. MA will execute assignments and cooperate in the making of patent applications and in the executing of all other necessary papers, as well as requiring execution by its employees, where necessary. MA agrees to keep secret and confidential any information, knowledge or data obtained in connection with, or as a result of, work done under this Agreement, and designated in writing by The Council as secret or confidential. MA further agrees not to use such information for itself or for others either directly or indirectly, or disclose it to any third party outside of CTR without The Council's prior written approval. All single-purpose equipment, documents, books, records, notes or other materials or data furnished by or on behalf of CTR in connection with work done under this Agreement shall at all times be the property of CTR and shall be returned by MA to the respective owner as designated by CTR at the termination of this Agreement, or at any time that CTR may request. However, MA shall reserve the right to maintain all necessary books and records required for internal record keeping purposes. In the event that this Agreement is not extended, the facilities rearrangement shall become the property of MA. Upon completion or expiration of this contract. MA shall also render an accountirg of all CTR equipment which had come into the possession or custody of MA under this contract. MA, at its option, may purchase available equipment from CTR as fcllows: Period of Time After Purchase Price % Year in Which The of Acquired Value Equipment Was Purchased lst Year 20% 2nd Year 20" 3rd Year 20% 4th Year 15% 5th Year 10% Thereafter $1.0G THE COUNCIL FOR TOBACCO RESEARCH, - U.S.A., INC. BY: Executive Vice Presi ent ACCEPTED: t4ICROBIOLOG:CAL ASSOCIATES BY: Mar7Ann iolontgomery 09 Director of Contract Administration DAT E : 197b