STEVENSON-WYDLER (15 USC 3710)

                 COOPERATIVE RESEARCH AND DEVELOPMENT AGREEMENT

                           MASTER TERMS AND CONDITIONS

                    (hereinafter "CRADA Terms") NO. BG9938900



          BETWEEN Ernest Orlando Lawrence Berkeley National Laboratory

                           (hereinafter "Laboratory")



                                       AND



                               Isonics Corporation

               United States Industry Coalition Member Company(s)

                           (hereinafter "Participant")



          both being hereinafter jointly referred to as the "Parties."



The U.S. Department of Energy (DOE) is the agency responsible for the

federally-owned facility known as Laboratory managed and operated under a prime

contract with DOE, designated Contract No. DE-AC03-76SF00098. This instrument

constitutes the Master Terms and Conditions for use in a series of Cooperative

Research and Development Agreements (CRADA) initiated by individual Project

Letter Agreements (PLA) under the Initiatives for Proliferation Prevention (IPP)

Program of the DOE, the United States Industry Coalition, Inc. (USIC), and

cooperating New Independent States (NIS) of the Former Soviet Union (FSU). When

these "CRADA Terms" are combined with an approved PLA, the instrument

constitutes a CRADA under the authority of the Stevenson-Wydler Technology

Innovation Act of 1980, as amended (15 U.S.C. 3710 et seq).



ARTICLE I. DEFINITIONS



A.   "Government" means the United States of America and agencies thereof.



B.   "DOE" means the Department of Energy, an agency of the Government.



C.   "Contracting Officer" means the DOE employee administering the Laboratory's

DOE Contract.



D.   "Generated Information" means information produced in the performance of

this CRADA.



E.   "Proprietary Information" means information which is developed at private

expense outside of this CRADA, is marked as Proprietary Information, and

embodies (I) trade secrets or (ii) commercial or financial information which is

privileged or confidential under the Freedom of Information Act (5 USC 552

(b)(4)).



F.   "Protected CRADA Information" means Generated Information which is marked

as being Protected CRADA Information by a Party to this CRADA and which would

have been Proprietary Information had it been obtained from a non-federal

entity.



                                  Page 1 of 14

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G.   "Subject Invention" means any invention of the Laboratory or Participant

conceived or first actually reduced to practice in the performance of work under

this CRADA.



H.   "Intellectual Property" means patents, Trademarks, copyrights, Mask Works,

and other forms of comparable property rights protected by Federal law and other

foreign counterparts.



I.   "Trademark" means a distinctive mark, symbol, or emblem used in commerce by

a producer or manufacturer to identify and distinguish their goods or services

from those of others.



J.   "Mask Work" means a series of related images, however fixed or encoded,

having or representing the predetermined, three-dimensional pattern of metallic,

insulating, or semiconductor material present or removed from the layers of a

semiconductor chip product; and in which series the relation of the images to

one another is that each image has the pattern of the surface of one form of the

semiconductor chip product. (17 USC 901(a)(2))



K.   "Participating NIS Institute" means the scientific institute of the New

Independent State of the Former Soviet Union that is performing work in support

of this CRADA under subcontract with the Laboratory.



L.   "Participating NIS Institute Invention" means any invention of the

Participating NIS Institute conceived or first actually reduced to practice in

the performance of work under its subcontract with the Laboratory in support of

this CRADA.



ARTICLE II. STATEMENT OF WORK



Appendix A, Statement of Work, is hereby incorporated into this CRADA by

reference.



ARTICLE III. TERM, FUNDING AND COSTS



A.   The effective date of this CRADA shall be the latter date of (1) the date

on which the Project Letter Agreement (PLA) incorporating the Terms and

Conditions of this instrument is signed by the last of the Parties hereto or (2)

the date on which it is approved by DOE. The work to be performed under this

CRADA shall be completed within the time specified in the PLA Statement of Work

(SOW).



B.   The cost contribution of the Participant unless otherwise approved by the

DOE will be at least fifty percent (50%) of the total cost of the project.



The estimated contribution by the Participant and the Government for each

cooperative research project shall be as set forth in the specific PLA entered

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