EX-10 3 igix1068.txt EXHIBIT 10.68 Exhibit 10.68 IGI Technology making a difference July 5, 2001 Mr. Bob Bennett Director of Sales and Marketing Prime Pharmaceutical Corporation 299 Rimrock Road North York, Ontario M3J 3C6 Dear Bob: Attached is a signed acknowledgement of our agreement. We should also acknowledge that a formal Manufacturing and Supply Agreement will be developed after completion of the R & D program and that the agreed upon kilogram charge will be $18.70/kilogram and that the rebate of $3.60/kilogram up to 12,500 kilograms will be off that $18.70/kilogram base. Sincerely, /s/ John Ambrose John Ambrose President and Chief Executive Officer Agreed and Accepted: /s/ Bob Bennett ------------------------------- By: Bob Bennett Director of Sales and Marketing Lincoln Avenue & Wheat Road Buena, New Jersey 08310-0687 Tel.: (609) 697-1441 Fax: (609) 6971001 www.AskIGI.com EVSCO PHARMACEUTICALS CONSUMER PRODUCTS VINELAND LABORATORIES TOMLYN PRODUCTS PRIME Improving the way you care for skin --------------------------------------------------------------------------- Pharmaceutical Corporation July 5, 2001 John Ambrose Chief Executive Officer IGI Lincoln Avenue & Wheat Road Buena, New Jersey USA 08310 Dear John, As per our telephone conversation today, I am pleased to confirm that we are now prepared to move forward with our product development program. We accept the terms of the attached Schedule of Research and Development Payments and Manufacturing Rebates as per our agreement dated January 2, 2001. Please indicate your acceptance of this agreement by signing below and returning to my attention. Upon receipt we will release the first payment and forward 3 litres of our extract to you. We are very excited about commencing this project and look forward to a long and prosperous relationship between our companies. Regards, /s/ Bob Bennett Bob Bennett Director of Sales and Marketing Agreed and Accepted: /s/ John Ambrose Date: 7/5/2001 ---------------- -------- By: John Ambrose Chief Executive Officer Cc: Joe Quinto 299 Rimrock Road, North York Ontario M3J 3C6 Tel: (416) 638-5564 Fax: (416) 638-9418 Prime Pharmaceutical Corporation Corporate Head Office: 1535 Yonge Street, Suite 200 Toronto, Canada M4T 1Z2 Tel: 416-323-9839 Fax: 416-323-3479 Toll free: 1-877-821-8469 Web: www.primapharm.com Email: primaderm@primapharm.com To order Primaderm products call: Toll free: 1-800-741-6856 January 2, 2001 Rajiv Mathur President Consumer Products Division IGI Lincoln Avenue and Wheat Road Dear Rajiv: As per our conference call of December 21, 2000, the attached Schedule of Research and Development Payments and Schedule of Manufacturing Rebates, outlines the terms of the agreement in principle. It is understood that this agreement provides for the development of final formulations for Prime Pharmaceutical, suitable for manufacture by IGI. In the event that IGI is unable, for whatever reason, to complete the development process, all prepaid monies will be fully refundable. As we discussed, the agreement will commence with the delivery to IGI of the optimum grade Mahonium Extract along with the initial Research and Development payment. We anticipate that this will happen mid-January, but we will confirm this as soon as possible. We are very excited about the new relationship we have developed with IGI, and wish you and team all the best for a healthy and prosperous new year. Regards, /s/ Bob Bennett Bob Bennett Director of Sales and Marketing cc: John Ambrose cc: Joe Quino PRIMADERM nature's forgotten remedy-------------------------------------------------- Schedule of Research and Development Payments --------------------------------------------- Payment One - $30,000 * Payable upon Prime Pharmaceutical's delivery of optimum grade Mahonia Extract to IGI Payment Two - $10,000 * Payable upon the final acceptance of the 3 formulations, just prior to the manufacture of 100-kg pilot batches Payment Three - $10,000 * Payable upon completion of 6 weeks stability, when samples are sent for outside testing. (Preservative Challenge Test and Skin Irritation Study) Payment Four - $10,000 * Payable upon completion of the final stability testing and delivery of the results from stability and outside labs. Schedule of Manufacturing Rebates --------------------------------- IGI will rebate to Prime Pharmaceutical $3.60 per kilogram, on an ongoing basis until Prime has cumulatively ordered 12,500 kilograms, at which point the rebate program ends. PRIMADERM nature's forgotten remedy--------------------------------------------------