-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WPLl16J+9VZvh5yvzbGzQTM4qGxnk89i2DrFNRfu039kBJUiIuiELM5pX6C/AvQ/ 9CdGEE8/e4A8p9XAKYPWCA== 0000856984-02-000004.txt : 20020413 0000856984-02-000004.hdr.sgml : 20020413 ACCESSION NUMBER: 0000856984-02-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020114 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020123 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN BIOGENETIC SCIENCES INC CENTRAL INDEX KEY: 0000856984 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 112655906 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19041 FILM NUMBER: 02514783 BUSINESS ADDRESS: STREET 1: 1375 AKRON STREET STREET 2: X CITY: COPIAGUE STATE: NY ZIP: 11726 BUSINESS PHONE: 6317892600 MAIL ADDRESS: STREET 1: 1375 AKRON STREET CITY: COPIAGUE STATE: NY ZIP: 11726 8-K 1 a8kmain20020114.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 14, 2002 AMERICAN BIOGENETIC SCIENCES, INC. - ------------------------------------------------------------------ (Exact Name Of Registrant As Specified In Its Charter) Delaware - ------------------------------------------------------------------ (State or Other Jurisdiction of Incorporation) 0-19041 11-2655906 - ----------------------------------- ------------------------ (Commission File Number) (I.R.S. Employer Identification No.) 1375 Akron Street, Copiague, New York 11726 - ------------------------------------------ -------------------- (Address of Principal Executive Offices) (Zip Code) (631) 789-2600 - ------------------------------------------------------------------ (Registrant's Telephone Number, Including Area Code) Page 1 ITEM 5. OTHER EVENTS - ------- American Biogenetic Sciences, Inc. ("ABS") has entered into a ten-year agreement, dated January 14, 2002, with a Russian Association (the "Association") which represents over thirty manufacturers, enterprises, and scientific research institutes located in the Russian Federation. The Association has the exclusive right to sell and distribute worldwide an anthrax vaccine produced by a Russian manufacturer, intended for human use. Under the agreement between ABS and the Association, ABS has been granted the exclusive right to act as a distributor for the anthrax vaccine in the territory consisting of the United States, Canada, Mexico, countries of Central and South America and China. The anthrax vaccine is presently being marketed outside of the ABS territory by the Association. The agreement between ABS and the Association also grants ABS the first priority right to purchase a broad range of other immunobiological preparations including other human vaccines (the "biological products"). The volumes, terms of delivery, price and specifications related to the biological products will be negotiated separately with the Association. Under the agreement, ABS plans to make certain biological products available to pharmaceutical companies, government agencies and regulatory authorities for testing and evaluation. ABS has also entered into a separate ten-year agreement, dated January 15, 2002, with a Russian Federation manufacturer (the "Manufacturer") which grants ABS rights to act as the Manufacturer's exclusive worldwide distributor (with the right to assign sub-distributors and agents) for the smallpox vaccine for human use outside of the Commonwealth of Independent States (the Russian Federation and eleven other independent countries formerly part of the Soviet Union). This manufacturer has been operating for over 100 years, and was a supplier of smallpox vaccine used by the World Health Organization during the global eradication of smallpox in the 1970s. Under the agreement with the Manufacturer, ABS plans to market the smallpox vaccine by first making it available for testing and evaluation to pharmaceutical companies, the U.S. Food and Drug Administration and other government agencies and regulatory authorities outside of the Commonwealth of Independent States. The terms of the sale of and specifications related to the smallpox vaccine will be negotiated with the Manufacturer. With respect to both agreements, ABS plans to market the vaccines through one or more sub-distributors, or to form collaborative agreements with pharmaceutical companies that may arrange necessary testing and evaluation. The ability of ABS, and any of its sub-distributors or collaboratives, to sell the vaccines is subject to the results of testing and evaluation and the approval of government agencies and regulatory authorities in the relevant country or jurisdiction. ABS has not yet signed any agreements with a sub-distributor or pharmaceutical companies. ABS cannot predict if and when it will receive any revenues from sales of the vaccines. Each party is responsible for its own expenses and costs in connection with the agreements. ABS' exclusivity under these agreements is contingent upon meeting certain obligations, including ABS' effort to obtain necessary regulatory approvals for use in humans, and for the import and distribution of the vaccines. In the interest of confidentiality and security, the Association and the Manufacturer have asked not to be identified in ABS' public disclosure of the agreements, but their identities will be available to the appropriate government authorities, including the Securities and Exchange Commission. Copies of the Agreement on Joint Actions and the Exclusive Distributor Agreement are attached as exhibits to this Form 8-K. Page 2 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS - ------ (a) FINANCIAL STATEMENTS Not applicable. (b) PRO FORMA FINANCIAL INFORMATION Not applicable. (c) EXHIBITS 10.1 Agreement on Joint Actions, dated January 14, 2002, between American Biogenetic Sciences, Inc. and the Association.*** 10.2 Exclusive Distributor Agreement, dated January 15, 2002, between American Biogenetic Sciences, Inc. and the Manufacturer. *** - -------- ***The Company has requested confidential treatment with respect to portions of this exhibit. Page 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. AMERICAN BIOGENETIC SCIENCES, INC. Dated: January 23, 2002 By: /s/ Josef C. Schoell ---------------------------------------- Josef C. Schoell President, Chief Operating Officer and Chief Financial Officer Page 4 EX-10 3 a8kexhibit101.txt *** Certain information (indicated by an asterisk) has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission. EXHIBIT 10.1 AGREEMENT ON JOINT ACTIONS *** AND "AMERICAN BIOGENETIC SCIENCES, INC." Moscow, Russia January 14, 2002. *** (Moscow, Russia) on the one hand, and "American Biogenetic Sciences, Inc." (New York, USA), on the other hand, hereinafter referred to as the Parties, in further implementation of the agreement between "American Biogenetic Sciences, Inc.". and the Ministry of Health of the Russian Federation of "27" December 2001, have entered into the present agreement as follows: 1. *** is interested in the sale of the anthrax vaccine, the plague vaccine and other medical immunobiological preparations and technology for their manufacture, as outlined in Exhibit A and "American Biogenetic Sciences, Inc." is interested in their purchase. 2. *** shall provide to "American Biogenetic Sciences, Inc." all of the documentation and testing samples of the specified preparations as may be requested by "American Biogenetic Sciences, Inc." in connection with the certification, registration and other governmental approval of the specified preparations. "American Biogenetic Sciences, Inc." shall provide to *** the list of documentation and the quantity and other specification of testing samples necessary or appropriate for such certification, registration and other approval in any country where it will sell and distribute such preparations 3. Volumes, terms and conditions of delivery and the price of any preparations to be sold by *** and to be purchased by "American Biogenetic Sciences, Inc." shall be separately agreed upon by the Parties in specific contracts for each preparation separately. 4. *** shall obtain all necessary licenses and permits to sell and export the preparations from the Russian Federation, and "American Biogenetic Sciences, Inc." shall obtain all licenses and permits necessary to import and sell the preparations on the territory of the countries where it will sell and distribute the preparations. 5. Each of the Parties shall bear its own expenses for the certification, registration or other approval of preparations on their territory and also for obtaining all necessary licenses and permits referred to in the preceding clause. - ------------------ *** Certain information (indicated by an asterisk) has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission. Page 1 6. *** has an agreement with the producer of the anthrax vaccine granting it the exclusive right to sell and distribute the anthrax vaccine throughout the world and *** hereby grants "American Biogenetic Sciences, Inc.". the exclusive right to sell and distribute the anthrax vaccine in Canada, China, Mexico, the United States of America and the countries of Central and South America for a period of ten (10) years in consideration for the efforts, costs and expenses to be in curred by "American Biogenetic Sciences, Inc." to attempt obtaining certification, registration and other approval of the anthrax vaccine in the United States of America. In addition, *** grants "American Biogenetic Sciences, Inc." the first priority right to purchase other preparations for promoting them on the world markets. "American Biogenetic Sciences, Inc." pledges to purchase not less than 1,000,000 doses annually (for immunization of 500,000 patients) pursuant to Section 3, once registration of the anthrax vaccine is approved for sale in the United States. 7. Nothing in this agreement shall be construed as imposing on "American Biogenetic Sciences, Inc." an obligation to deal exclusively with *** in respect of any of the preparations, excluding the anthrax vaccine, provided *** can provide "American Biogenetic Sciences, Inc.", within one year of the date of this agreement, with an acceptable anthrax vaccine that meets all necessary quality and manufacturing standards, and is reasonably price competitive necessary to market the anthrax vaccine within the United States. 8. The Parties undertake to keep this agreement confidential and not to disclose without the consent of the other Party any confidential information concerning the prices, conditions and standard items, and also destinations, except as may be required by applicable law or by the rules or regulations of any exchange or over-the-counter market on which the shares of any such Party are traded. 9. All notices, inquiries, the consent and other correspondence between the Parties concerning the present Agreement on joint actions of *** and "American Biogenetic Sciences, Inc.". should be made in writing, directed to the address of the Party - addressee, mentioned below, or to other address which the party may specify by the notice made according to the present item, and should be handed personally, or are directed on facsimile communication or on a E-mail with subsequent confirmation by express service or registered mail. 10. This agreement shall be governed by the laws of the Russian Federation. 11. This agreement shall be effective from the date of its execution for a period of ten (10) years and, provided both Parties fulfill their obligations outlined in this agreement, shall be automatically prolonged thereafter for another ten year period in case neither Party gives notice in writing of its termination to the other Party one year prior to the expiration of the then-current term of this agreement. 12. If either party breaches a material term of this Agreement the other party shall be allowed to terminate this Agreement if an adequate remedy to cure the breach has not been implemented within ninety (90) days after written notice. - ------------------ *** Certain information (indicated by an asterisk) has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission. Page 2 13. If Acts of God, strikes, export or import bans, or other circumstances that are decreed to be Force-Majeure cause a delay or failure to perform the agreement obligations by and of the Parties, the fulfillment of the agreement obligations is extended for the period equal to duration of force-majeure, but not more than (6) six months. That Party that is subject to delay or failure to perform the agreement obligations shall immediately notify the other Party in writing. 14. Any controversy or claim arising out of or relating to this agreement shall be settled by binding arbitration by the International Court of Arbitration of the International Chamber of Commerce (the "ICC") in accordance with the ICC Rules of Arbitration in effect at the time of the arbitration. The arbitration proceedings shall be conducted in Geneva, Switzerland and in the English language. There shall be three (3) arbitrators, one of whom shall be selected by the Party seeking to initiate the arbitration, one by the other Party and the third by the two arbitrators so selected. The arbitration award shall be given in writing and shall be final and binding on the Parties with respect to the subject matter in controversy. The Parties shall keep confidential the arbitration proceedings and terms of any arbitration award, except as may otherwise be required by law. Each Party shall bear its own legal fees and other costs related to the arbitration, except that the arbitrators shall determine who shall bear the costs of the arbitrators. The arbitrators may determine arbitrability but may not award punitive damages or limit, expand or otherwise modify the terms of this agreement. If to Association: *** If to American Biogenetic Sciences, Inc.: Alfred J. Roach Chairman and CEO American Biogenetic Sciences, Inc. 1375 Akron Street, Copiague, New York Ph: +1-631-789-2600 Fax: +1-631-789-1661 E-mail: macjh1@aol.com *** Chairman and CEO *** American Biogenetic Sciences, Inc. /s/ *** *** /s/ A.J. Roach A.J.Roach - ---------------- ------------------ , 2002 . , 2002 - ----------- ----------- AGREEMENT EXECUTED IN BOTH ENGLISH AND RUSSIAN WITH BOTH LANGUAGE VERSIONS BEING OF EQUAL VALIDITY - ------------------ *** Certain information (indicated by an asterisk) has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission. Page 3 EX-10 4 a8kexhibit102.txt *** Certain information (indicated by an asterisk) has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission. EXHIBIT 10.2 EXCLUSIVE DISTRIBUTOR AGREEMENT BETWEEN *** AND AMERICAN BIOGENETIC SCIENCES, INC. Human Vaccines Page 1 EXCLUSIVE DISTRIBUTOR AGREEMENT This Agreement, effective this 15th day of January, 2002, by and between American Biogenetic Sciences, Inc. ("Distributor"), a Delaware Corporation, and *** ("Manufacturer"), located in the Russian Federation. The Distributor and the Manufacturer are referred herein together as the "Parties", and each separately as a "Party". WHEREAS, the Manufacturer has the ability to produce and export vaccine for smallpox, a vaccine for human use; WHEREAS, the Distributor wishes to acquire such vaccine from the Manufacturer and to use reasonable commercial efforts to promote the sale and the distribution of such vaccine in the Territory (as defined below); and WHEREAS, the Distributor must obtain all necessary approvals and authorizations of any governmental agency or other body which are necessary for the import and sale of vaccine for smallpox in each country within the Territory and therefore has to bear all costs associated therewith. IT IS HEREBY MUTUALLY AGREED THAT: 1. Definitions. (A) Products. The terms "Product" and "Products", as used in this Agreement, mean vaccines for smallpox, a vaccine for human use. (B) Territory. The term "Territory" as used in this Agreement shall be defined as the world, except for the countries which, as of the date of this Agreement, form the Commonwealth of Independent States. 2. Subject of the Agreement. Subject to the terms and conditions of this Agreement, Manufacturer hereby appoints the Distributor on an exclusive basis to promote and sell the Products in the Territory, and Distributor accepts such appointment upon the terms and conditions herein stated. Distributor will be the exclusive Distributor of the Products, and Distributor shall retain the right to assign sub-Distributors or sales agents for the sales of the Products in the Territory. 3. Exclusivity. In recognition of the Distributors' efforts to obtain all necessary approvals and authorizations from the governmental and regulatory authorities of the countries within the Territory for the import, sale and distribution of the Products, the Distributor shall have the exclusive right to promote, sell and distribute the Products in the Territory for the 10 (ten) year period from the date of the execution hereof, and for such countries in which the Distributor has obtained all necessary approvals and authorizations from the governmental and regulatory authorities the Distributor shall have the exclusive right to promote, sell and distribute the Product for the entire duration of the Agreement. The Manufacturer agrees not to enter into or continue discussions with any person other than the Distributor regarding the import, sale and distribution of the Products in the Territory during the aforementioned exclusivity periods. - ------------------ *** Certain information (indicated by an asterisk) has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission. Page 2 4. Approvals and Authorizations. The Manufacturer shall be responsible for the application and for obtaining of all necessary approvals and authorizations of any governmental agency or other body of the Russian Federation in connection with the production, sale and export of the Products from the Russian Federation and all and any costs associated therewith. The Distributor shall be responsible for the application and for obtaining of all necessary approvals and authorizations of any governmental agency or other body which are necessary for the import and sale of the Products in each country within the Territory and all and any costs associated therewith; provided, that the Distributor shall not have an obligation to apply for approvals and authorizations of any governmental agency or other body in any country within the territory unless and until the Distributor shall have been satisfied at its sole discretion about the sales potential of the Products in the relevant country taking into account the costs and expenses associated with obtaining the aforementioned approvals and authorizations. The Parties agree to assist each other in obtaining abovementioned approvals and authorizations by all possible means, including, without limitation, (i) the Manufacturer - by providing all necessary documentation concerning the Products, as may be requested by the Distributor, and samples of the Products for testing purposes, and (ii) the Distributor by requesting any such information from the Manufacturer in a timely and accurate manner. 5. Product Purchase. (A) Product Prices. The price of the Products that Manufacturer manufactures or has manufactured, for the Distributor shall be negotiated by the parties not less than one times at 3 months. Vaccines for the Products shall be delivered in dispensing units as needed by Distributor. (B) Point of Shipment. All of the prices for the Products sold to the Distributor are the Manufacturer, ***, Russia. Title to the Products passes to the Distributor at the time of the issue of the Products with storehouse of the Manufacturer. The Distributor shall be responsible for the payment of all import arrangements including taxes, duties, import licenses and appropriate import documents. The Manufacturer shall be responsible for the payment of all export arrangements including taxes, duties, export licenses, and appropriate export documents. (C) Specifications. Parties shall agree to specifications as to quality, packaging and labeling for the Products. (D) Payment. Invoices are due and payable on or before the sixty (60) days following the date Manufacturer invoices and delivers Products to the Distributor. Outstanding debt for shipped goods shall not exceed 4 000 000,00 (four million) USD. Distributor must give Manufacturer first-class bank warranty on amount shipped to Products. The period of the performance to warranties must be an equal period of the delay of the payment (60 days). - ------------------ *** Certain information (indicated by an asterisk) has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission. Page 3 (E) Purchase Order Acceptance. Purchase contracts between the Distributor and Manufacturer are binding when Manufacturer provides its notice of acceptance of Distributor's purchase order within ten (10) days by facsimile (+1 631 789 1661) or e-mail (Info@mabxa.com). On each party of goods in one country is arranged separate agreement with Distributor, where is indicated name, amount, delivery date, price to product, due date as well as other term required for export-import. (F) Order Fulfillment. Manufacturer agrees that it will use its reasonable commercial efforts to fill the accepted orders as promptly as practicable. 6. Relationships and Conduct of Business. (A) It is agreed and understood that the Parties are independent contractors. (B) Any expenses or costs which the Parties incur under this Agreement, and any other expenses incurred by the Parties to operate pursuant to this Agreement shall be paid and borne by each Party individually. 7. Term and Termination. (A) This Agreement shall be for a term of ten (10) years from the date hereof, and shall automatically extend for 1(one) year periods, unless Manufacturer or Distributor give 1(one) year prior written notice of termination. (B) If either party breaches a material term of this Agreement the other party shall be allowed to terminate this Agreement if an adequate remedy to cure the breach has not been implemented within 90 (ninety) days after written notice. 8. Product Evaluation, Quality Assurance Rights and Obligations. (A) The Sides realize the common efforts necessary modernization and change existing production, development and review documentation for ensuring the correspondence to Good Manufacturing Practices for the U.S. Government rules and regulations. Manufacturer gives Distributor documentation required for reception of the permits when import the Products on the Territory (B) Manufacturer manufactures+ and tests+ the Products in accordance with written procedures, and shall document conformance of the manufacturing with such written procedures and test each lot for compliance with such written procedures. Manufacturer shall implement Quality Assurance procedures to assure that such written manufacturing and testing procedures are followed and that the manufacturing and testing of each lot of Product are properly documented. Manufacturer warrants that all Products supplied to Distributor will be free of defects in material, design and workmanship, and conform to specifications agreed to between Manufacturer and Distributor. To confirm compliance with these requirements, Manufacturer will provide to Distributor a certificate of compliance with each shipment of the Products delivered to Distributor hereunder and all other documentation requested to obtain governmental approvals for the Products in various countries of the Territory. Page 4 (C)++ Manufacturer shall permit, if required, on site inspections from the regulatory agency of the country for which Distributor has requested governmental approval of the Product. 9. Notices. All notices, requests, consents and other communications hereunder shall be in writing, shall be addressed to the receiving party's address set forth below or to such other address as a party may designate by notice hereunder, and shall be either (i) delivered by hand, (ii) made by telecopy or facsimile transmission and e-mail, (iii) sent by recognized national overnight courier service, or (iv) sent by registered mail, return receipt requested, postage prepaid. If to Manufacturer: *** If to Distributor: Alfred J. Roach Chairman and CEO American Biogenetic Sciences, Inc. 1375 Akron Street Copiague, New York Tel: 631-789-2600 Fax: 631-789-1661 E-Mail: Info@mabxa.com 10. Distributor Manufacturing. Distributor reserves the right to manufacture, or have manufactured, or have filled, the Products on terms to be agreed upon. 11. Assignment. Distributor shall have the right to assign or transfer this Agreement, to one or more third parties upon mutual agreement of the distributor and manufacturer. 12. Entire Agreement. This Agreement contains the entire understanding of the parties hereto with respect to the transactions contemplated and may only be amended or modified if reduced to writing and signed by both parties. 13. Captions, Headings, or Titles. All captions, headings or titles in the sections of the Agreement are inserted for convenience of reference only and shall not constitute a part of this Agreement or a limitation of scope of the particular sections to which they apply. 14. Counterparts. This Agreement may be signed in counterparts and shall become effective as if executed in a single, complete document as of the date hereof upon its execution by both parties. Facsimile signatures of the undersigned parties will have the same force and effect as original signatures if they are preapproved by telephone and followed by delivery of the original documents by mail or courier. - ------------------ *** Certain information (indicated by an asterisk) has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission. Page 5 15. Governing Law. This Agreement and any modifications and additions thereto shall be governed in accordance with the laws of the Russian Federation. 16. Disputes and Arbitration. Any controversy or claim arising out of or relating to this Agreement shall be settled by binding arbitration by the International Court of Arbitration of the International Chamber of Commerce (the "ICC") in accordance with the ICC Rules of Arbitration in effect at the time of the arbitration. The arbitration proceedings shall be conducted in Geneva, Switzerland and in the English language. There shall be three (3) arbitrators, one of whom shall be selected by the Party seeking to initiate the arbitration, one by the other Party and the third by the two arbitrators so selected. The arbitration award shall be given in writing and shall be final and binding on the Parties with respect to the subject matter in controversy. The Parties shall keep confidential the arbitration proceedings and terms of any arbitration award, except as may otherwise be required by law. Each Party shall bear its own legal fees and other costs related to the arbitration, except that the arbitrators shall determine who shall bear the costs of the arbitrators. The arbitrators may determine arbitrability but may not award punitive damages or limit, expand or otherwise modify the terms of this Agreement. 17. Confidentiality The Parties undertake to keep this agreement confidential and not to disclose without the consent of the other Party any confidential information concerning specifications of the specified products, their prices, conditions and standard items, and also destinations, except as may be required by applicable law or by the rules or regulations of any exchange or over-the-counter market on which the shares of any such Party are traded. In Witness Whereof, Manufacturer and the Distributor have duly signed and executed this Agreement effective as of the date first written above. American Biogenetic Sciences, Inc. *** By: /s/ Alfred J. Roach By: /s/ *** --------------------------- -------------------------------- Alfred J. Roach *** Chairman and CEO *** AGREEMENT EXECUTED IN BOTH ENGLISH AND RUSSIAN WITH BOTH LANGUAGE VERSIONS BEING OF EQUAL VALIDITY - ------------------ *** Certain information (indicated by an asterisk) has been omitted from this document pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission. +Note: the word "manufactured" and "test" in Section 8(B) have been changed to "manufactures" and "tests" in accordance with the Russian version of this Agreement. ++Note: the "(B)" has been changed to "(C)" in accordance with the Russian version of this Agreement. Page 6 -----END PRIVACY-ENHANCED MESSAGE-----