I-Tech R&D Limited Partnership - Page 13




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          allowed the manufacturing of any discoveries outside of Israel              
          without the express written consent of the Chief Scientist.                 
          There was no assurance that such consent would be considered or             
          granted.                                                                    
               The Chief Scientist agreements also restricted I-Tech from             
          transferring, selling, or using the know-how28 derived from                 
          research and development in Israel without the Israeli                      
          Government’s approval.  There was no assurance that such consent            
          would be considered or granted.                                             
               In the event that the R&D companies failed to commercialize            
          the technology within 5 years from the termination of the                   
          project, the rights to the technology passed to the Israeli                 
          Government.                                                                 
          Exploitation of Research                                                    
          1.   Efrat                                                                  
               Efrat’s marketing and manufacturing plans were stated in the           
          PMM, in part, as follows:                                                   
               Efrat is negotiating with several PBX manufacturers and                
               distributors regarding the marketing of Efrat’s TAVOR                  
               system.  Preliminary discussions have been held with                   
               several hotel chains and brokerage houses.                             
                         *    *    *    *    *    *    *                              


               28Know-how includes any process, method, patent of invention           
          and any trademark, blueprint, plan, written material, computer              
          program, model and prototype which are a result or a part of the            
          research program.                                                           






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Last modified: May 25, 2011