June 28, 2006Binding Letter Agreement • August 9th, 2006 • Biolase Technology Inc • Dental equipment & supplies • New York
This binding letter agreement (the “Letter”) sets forth: i) the agreed-upon terms and conditions (Sections 1 to 15 below) under which Biolase Technology, Inc. (“Biolase”) and The Procter & Gamble Company (“P&G”) will negotiate a long term definitive agreement(s) (the “Definitive Agreement(s)”) memorializing the acquisition of certain exclusive rights from Biolase in exchange for certain cash payments by P&G to Biolase under this Letter, and ii) the agreed-upon key terms and conditions, set forth in Exhibit A and Appendices A and B attached hereto, that shall be incorporated in the Definitive Agreement(s). It is understood that the Definitive Agreement(s) may also incorporate additional terms and conditions as is customary in such agreements and that the terms and conditions set forth in Exhibit A may be clarified in the Definitive Agreement(s) in order to effectuate the intent of the Parties. P&G and Biolase may each be referred to hereafter as a “Party” and collectively as the “Partie
