Sample Business Contracts

Cooperative Development Agreement - Nanosys Inc. and E.I. du Pont de Nemours and Co.

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[NANOSYS LETTERHEAD]          2625 Hanover Street, Palo Alto, CA 94304
                              650.331.2100, 650.331.2101 fax,

May 17, 2004

Dr. James Romine
DuPont Materials Science & Engineering
Experimental Station 328/407
Wilmington, DE 19880-0328

     Re: DuPont/Nanosys Collaboration Agreement

Dear Jim:

The following represents our understanding of the status of our agreement with
DuPont (the "Agreement"):

Pursuant to section 10.2, of the Agreement, the Agreement is scheduled to
terminate three months after the Commencement Date of the Agreement, which, as
amended in Amendment A to the Agreement, is May 17th, 2004, unless the Parties
have agreed in writing to continue the collaboration under the Agreement.

At present, both Parties hereby agree to continue the Collaboration under the
Agreement. As a next step, the Parties will work expeditiously together to
formulate mutually acceptable Statements of Work, based on the learnings to
date. These Statements of Work will provide the sole basis for determining the
appropriate timing and level of ongoing funding for future tasks.

Please indicate DuPont's agreement by signing and returning this letter to my
attention via facsimile at (650) 331-2101.

Please feel free to call me if you have any questions.


Calvin Chow
CEO, Nanosys, Inc.

Accepted and agreed:

By:     /s/ JAMES C. ROMINE
Name:   James C. Romine
Title:  Science Director
Date:   5/20/04