*** AUTHENTICATION MARK Agreement DRAFT

APDN agrees that during the term of this Agreement and for a period of twelve (12) months after its expiry and/or termination for whatever reason, APDN shall not supply DNA Ink for writing to any competitor of *** in the field of luxury writing instruments, such as ***.

In order to maintain the exclusivity as set forth in paragraph  6.1 above, *** must purchase a minimum volume of DNA Ink as detailed in Exhibit B beginning in the second Agreement Year(i.e. on April 1st, 2011). In the event that *** did not place purchase orders pertaining to the minimum volume set forth in Exhibit B by March 31st of any Agreement Year, the parties agree that APDN shall be released from the exclusivity set forth in section 6.1 above beginning on April 1st of the next Agreement Year.

In the course of the performance of this Agreement, the parties may furnish each other with confidential and proprietary information and trade secrets (collectively, “Confidential Information”).  Confidential Information of a party is deemed to include, among other things, customer lists, proposed or planned products or services, product designs or improvements, marketing plans, financial and accounting records, cost and profit figures, forecasts, projections, Printing Samples (including their content, author, recipient as defined herein) and Confidential Information of third parties, that are observed, identified or disclosed under or as a result of this Agreement.  The parties will not disclose the Confidential Information, must immediately return it upon expiration or termination of this Agreement, and must keep it in strict confidence and not use it for any purpose other than the parties’ respective performance under this Agreement.  The disclosing party will use reasonable efforts to mark or cause to be marked all materials containing its Confidential Information to clearly indicate ownership of the materials and their confidential status; however, failure to mark does not by itself disqualify information from being Confidential Information if other factors or circumstances, or a party’s course of performance, clearly indicate to the receiving party at the time of disclosure or the receiving party acknowledges that the information is confidential. The parties recognize that the Confidential Information of each of the parties (1) was designed and developed by such party at great expense and over lengthy periods of time; (2) is secret, confidential and unique; (3) constitutes the exclusive property and/or trade secrets of such party; and (4) that any use of the Confidential Information by the other of them for any purpose other than in accordance with this Agreement and in furtherance of obligations hereunder would be wrongful and would cause irreparable injury to the aggrieved party for which damages are not an adequate remedy.  The restrictions and obligations in this Section concerning confidentiality will survive the expiration or termination of this Agreement for a period of three (3) years. The obligations of the parties herein will not apply to information which:  (i)  was known to the receiving party  prior to receipt thereof from the disclosing party, as evidenced by the written records of the receiving party; (ii) was disclosed to the receiving party  in good faith by a third party who is in lawful possession thereof and who had the right to make such disclosures; (iii) became part of the public domain, by publication or otherwise, through no fault of the receiving party; or, (iv) was independently developed by the receiving party as evidenced by the receiving party’s written records.