Information in this document marked with “^^” has been omitted and filed separately with the U.S.
Securities and Exchange Commission pursuant to a request for confidential treatment.
MASTER MANUFACTURING AGREEMENT
This MASTER MANUFACTURING AGREEMENT (this “ Agreement ”), is dated as of August 17,
2010, by and between by and between Nilimedix Ltd. and Medx-Set Ltd. a company incorporated under the
laws of the State of Israel, having its principal place of business at Tirat Carmel (together the “ Company ”), and
UPG (Suzhou) EPZ Co., LTD, a company organized under the laws of [China], having its principal place of
business at 288 Shengpu Road, Suzhou Industrial Park, Jiangsu, China 215126 (the “ Manufacturer ”).
WHEREAS , the Company, has developed amongst other things (i) durable components for an ADI
insulin pump, (ii) consumable components for an ADI insulin pump (the “ Consumables ”), (iii) a generic infusion
set (the “ Set ”), and (iv) a Patch Pump (the “ Pump ”), including durable and consumable components for the
Pump (together the “ Products ”); and
WHEREAS , in the case of each of the Products, the Company has developed and is the licensee or
owner of know-how relating, inter alia, to the Products, which is and shall at all times remain the property of the
WHEREAS , the Company wishes to scale up manufacturing process of the Product; and
WHEREAS , the Manufacturer has the requisite experience of, and production facilities for, (i) making
suggestions for the design for manufacturing of medical devices similar to the Products, (ii) high volume
manufacturing and packaging of medical devices similar to the Products, and (iii) obtaining certification of
sterilization of medical devices similar to the Products;
NOW, THEREFORE, in consideration of the rights and obligations set forth in this Agreement, the parties
agree as follows:
1.1 Subject to the terms of this A