Agreement for Collaboration in the Development of Spectroscopic Technology
This Collaborative Option and Development Agreement, as extended pursuant to Section 11 of the April
30, 2009 Agreement for Collaboration in the Development of Spectroscopic Technology, (the
“Agreement”) is made on this 27 th day of April, 2010 (the “Effective Date”) between Guided Therapeutics,
Inc. , having a place of business at 5835 Peachtree Corners East, Suite D, Norcross, GA 30092 (“GT”) and
Konica Minolta Opto, Inc., having an address of 2970 Ishikawa-machi, Hachioji-shi, Tokyo 192-8505, Japan
(“KMOT”), each individually referred to herein as a “party” and collectively referred to as the “Parties”.
WHEREAS, GT, among other things, has proprietary business, technical expertise and know-how
relating to tissue spectroscopy including but not limited to cancer detection.
WHEREAS, KMOT has proprietary technical, business and marketing expertise relating to medical devices and
optical systems; and
WHEREAS, GT and KMOT desire and seek to enter into collaboration to research and develop the
aforementioned technologies in specific medical markets wherein KMOT would gain access to GT’s technology.
NOW THEREFORE, and in consideration of the mutual promises and covenants herein contained and intending
to be legally bound, GT and KMOT agree as follows:
a. “Confidential Information” means trade secrets, materials and other proprietary information of a
secret and confidential nature, which information and materials are proprietary to a party, or
which a party has received from a third party under an obligation of confidentiality. Confidential
Information may include, but is not limited to, financial information, business and/or development
plans, records, data, formulae, processes, know-how, developments, designs, inventions
(whether patentable or not), models, clinical protocols and study designs, techniques,
improvements and/or d