TO: Xx. Xxxx Xxxxxxx
CCT Corporation
FROM: Xxxx X. Xxxxx
EcoSoil Systems, Inc.
SUBJECT: DENY/BioJect Supply Agreement
DATE: October 7, 1996
OBJECTIVE: To incorporate DENY(R) (bacterial fungicide) into the BioJect
program as a control agent in the disease program.
1. DENY, an EPA registered biological fungicide exclusively marketed by
CCT Corporation, would be provided to each golf course at the rate of 1
gallon per golf course per month in those months that a qualifying
program is operating at the following price schedule (prices are
retroactive to the beginning of the year):
1-500 gallons $160/gallon
501-1000 gallons $140/gallon
1001 and up $120/gallon
2. The license fee paid to CCT is 10% of EcoSoil's program price to the
use (golf course superintendent) less 25% (the distributor's margin).
This would be paid for each month that the product is utilized as
part of the disease control program. EcoSoil has the right to choose
which programs, in part or in whole, the DENY will be used based on
efficacy for specific diseases. Based upon current information,
DENY will be included in the disease programs for SCLEROTINIA,
PYTHIUM, RHIZOCTONIA, AND FUSARIUM. License fee payments are due
15 days after the end of each business quarter.
3. The DENY product is used in the disease program based on its ability to
perform adequately (i.e., Minimum 50% disease reduction). The level of
performance should be evaluated either by university replicated trials
(some may have already been performed) or in user programs that verify
performance based on treated vs. non-treated areas. This criteria
should be evaluated in the 1997 growing season. All programs that
utilize the DENY will be designated by the use of specific program
names. Audit of all program revenue is available for review.
4. Term of agreement: Duration of 1996 (pending agreement reached,
rate of adaption for BioJect, and availability
of inoculum) and entire 1997 calendar year.
Beyond 1997, the option to renew the
agreement for one year periods will be
determined each year by both companies
thereafter.
5. Currently there are 90 golf courses that utilize the "Disease
Management Program." The program is focused on primarily foliar
diseases including, but not limited to, dollar spot (SCLEROTINIA SPP.),
PYTHIUM (PYTHIUM SPP.), ANTHRACNOSE (COLLETOTRICHUM SPP.).
6. EcoSoil will cover the cost of regulatory fees in order to obtain
required label amendments. Owner of registration is responsible for
submitting any and all label amendments required for use in the BioJect
system. Xxxxx Microbials and CCT agree to make available all required
data to assist EcoSoil in registration for use in BioJect.
7. Sufficient standards are to be constructed for inoculum quality with
determination of shelf life under stated storage conditions.
Currently, the shelf life standard for the dry product form is one(1)
year and for the liquid is six (6) months, both from e date of
manufacture/packaging. Any changes must be submitted in writing.
Any product not provided at these agreed upon shelf life levels will
be the responsibility of CCT. No product meeting these shelf life
standards can be returned to CCT for credit or refund.
8. EcoSoil has the exclusive rights to distribute the DENY products
through an on-site fermentation/injection system. CCT reserves the
rights to sell DENY to golf courses through turf distributors for
conventional application methods (i.e., boom spray). However, EcoSoil
would be allowed the option to exclusively distribute packaged material
to distributors already selling BioJect which include Turf Products
(Illinois, Wisconsin), Turf Specialty (Maine, Vermont, New Hampshire,
Connecticut, Massachusetts, New York, Rhode Island), Xxxxxxxx Golf
(Maryland, Washington, D.C., Virginia, Pennsylvania, New Jersey,
Delaware), Commercial Turf Services (Michigan, Ohio), Sarver Irrigation
(Ohio, Pennsylvania, New York, West Virginia), Turf Specialties
(Indiana), Eco Green (Missouri), Xxxxxx Xxxxx (San Diego & Los Angeles,
California), Sierra Pacific Turf Supply (San Francisco, CA), Turf Tech
(Nevada). It has already been established that Golf Ventures (Florida)
already distributes packaged DENY for CCT. Product pricing structure
for DENY sold for conventional application methods will be addressed in
an addendum to this agreement.
9. EcoSoil will issue to CCT the amount of 2,500 stock options. Details
of the options will be included in the documentation with the
options.
The undersigned are in agreement with the terms and conditions of this supply
agreement.
/s/ Xxxxxxx Xxxxxxx /s/ Xxxx X. Xxxxx
Xxxxxxx Xxxxxxx Xxxx X. Xxxxx
President Vice President, Product Development
CCT Corporation EcoSoil Systems, Inc.
Date: Oct. 21, 1996 Date: 17 October 1996
