BAUSCH & LOMB PHARMACEUTICALS, INC.
CONTRACT MANUFACTURING SUPPLY AGREEMENT
THIS CONTRACT MANUFACTURING SUPPLY AGREEMENT (the "Agreement"), made this 6th day of
February, 2003, (the "Effective Date") by and between BAUSCH & LOMB PHARMACEUTICALS, INC., a
Delaware corporation, having its principal office located at 8500 Hidden River Parkway, Tampa, Florida 33637
("BLP"), and ISTA PHARMACEUTICALS, INC., having its principal office located at 15279 Alton Parkway,
Suite 100 Irvine, CA 92618 ("ISTA").
WHEREAS, ISTA desires that BLP be appointed the contract manufacturer for certain Product (as defined
WHEREAS, BLP is willing to manufacture and supply to ISTA such Product (as defined herein) under the terms
and conditions of this Agreement;
NOW, THEREFORE, the parties hereby agree as follows:
ISTA and BLP, therefore agree the terms defined in this section shall have the meanings stated as follows:
A. "ACT" means the United States Federal Food, Drug and Cosmetic Act, as amended, and the regulations
B. "Applicable Laws" means all laws, ordinances, rules and regulations within the United States applicable to the
manufacturing of Product and the obligations of BLP or ISTA, as the context requires, under this Agreement, and
includes, without limitation, (i) all applicable federal, state and local laws, rules, ordinances and regulations,
(ii) the ACT, and (iii) the cGMPs.
C. "cGMP" means current good manufacturing practices, as defined in the ACT.
D. "Commercial Year" means each consecutive twelve (12) month period commencing on the date that ISTA
receives written FDA approval of the Product.
E. "Confidential Information" means any information disclosed by either party to the other party hereunder which
is designated in writing as "confidential". ISTA Confidential Information shall include without limitation: (i) all
information relating to the Product and API, and all licenses, technology, processes and business