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Align Technology Inc. Clear Aligner International Research Awards Program

2011-2012 Overview

Alternatives for providing orthodontic treatment have increased over the last 5-10 years. One option that has developed has been treatment with clear aligners. Aligner therapy has expanded to treatment of more difficult problems and other age groups. In order to promote both clinical and basic science research to improve this treatment modality, Align Technology, Inc. ("Align") is planning to invest up to $50,000 USD per year for university-based research in the international countries outside of North America where Invisalign is currently sold and/or countries where Align has obtained regulatory approval. Research proposal applications will be reviewed by an academic peer-review committee of orthodontists/scientists with backgrounds in either basic, clinical research or both (the "Committee"). Recommendations and priorities for funding will be forwarded to Align for approval of funding. Align has the sole discretion whether to accept or reject any application forwarded for consideration by the Committee. Align may at its sole discretion accept an application and offer additional funding outside of this program or may deny an application and provide funding outside of this program.

General Information

1. Funded research projects can be either clinical or basic science oriented, but justification must be provided that clearly shows how the research furthers the understanding of treatment with clear aligners. The number of awards made each year will vary depending on the quality of the applications submitted. The maximum dollar amount per award is $10,000 USD per year. No funds to cover "indirect costs" will be provided by Align. Align provides financial support in the form of gifts or charitable contributions (not grants or contracts) which are to be used in the actual conduct of the approved project. By signing this document you are confirming that your institution will accept the terms set forth herein. If at any time the applicant's institution will not accept this requirement, the application will be considered canceled and the award withdrawn. No payment or commission of any kind will be paid for anyone who helps complete the application. If such is requested the application will be considered canceled and the award withdrawn. Awards are for one year, however, a research plan and budget for up to two years and a total of $20,000 USD may be submitted. The second year of funding will be considered after the submission of the first year's progress report which is due prior to the application submission deadline for the subsequent year. All applications are submitted on a non-confidential basis and all content in such application is deemed non-confidential. Applicants may not submit confidential information in the application or at any time during this program without prior written approval from Align. If applicant is dealing with a new idea, concept, technology, invention or similar item the applicant should

Align Technology, Inc. 2560 Orchard Pkwy, San Jose, CA 95131 Tel: (408) 470-1000 Fax: (408) 470-1010 WWW.INVISALIGN.COM

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obtain appropriate intellectual property protection prior to submitting an application, since all information on the application is considered non-confidential. A final report is required at the completion of the project. All payments are made in U.S. dollars. Publication of results in peer-reviewed orthodontic or appropriate journals of the project is encouraged. Presentation of the results at a qualified regional, national or international scientific meeting is encouraged. Awards may be used for human subject research (including without limitation the use of any human tissue samples or the conduct of human clinical trials, provided that applicants have all approvals, assurances, certifications (including without limitation, IRB approvals) prior to initiating such research.

General Application Guidelines

Applicants should follow the directions given for each specific award category. 1. All applications and information submitted to the Committee or Align are considered nonconfidential. No confidential information shall be submitted during this program without prior written approval from Align. 2. Applicants are encouraged to maintain some degree of focus on improving treatment outcomes with clear aligners. 3. Standard page layout of 8 ½ by 11 inch paper must be used with standard margins of no less than 1 inch. Line spacing can be no less than single line spaced, and an easy-to-read font of at least 12 pt. should be used. 4. Submissions are to consist of an electronic copy via e-mail in PDF format and written in English, sent to: [email protected] . Applications to be considered for funding for July 1, 2011 must be received by 5:00 PST on March 1, 2011.

Awards

Orthodontic Faculty Research Awards · One-Year Funding Option

Applications are requested on general orthodontic treatment focused on treatment with clear aligners. Research can be in the areas of basic science or clinical research. The maximum award is $10,000 USD per year.

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Two-year Funding Option

Generally projects will be funded for one year. However, it is recognized that some projects may need two years of funding in order to see results. Projects that need two years must show justification and identify necessary budget for each year. A second year of funding will be released after a Year 1 progress report is submitted, reviewed, and approved by the Committee and by Align. The maximum award is $10,000 USD per year with a total award per project of $20,000 USD if over two years and approved pursuant to the terms herein.

Eligibility

Orthodontic Faculty Research Awards are intended for individuals who are full-time faculty and/or parttime faculty and involved in orthodontic education/or other scientific research.

Align Technology, Inc. 2560 Orchard Pkwy, San Jose, CA 95131 Tel: (408) 470-1000 Fax: (408) 470-1010 WWW.INVISALIGN.COM

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Format for the Application (APPLICATIONS MUST BE SUBMITTED IN PDF FORMAT AND WRITTEN IN ENGLISH)

1. 2. This document, signed by applicant and institution to ensure that terms of the award are understood by all parties. Title page (not to exceed one page): The title page should provide the following: Title of the project, name, address, email address, and phone numbers of principle investigator, coinvestigators and consultants. Abstract (not to exceed one page): A synopsis of the proposed project should include the longterm goals and specific goals of the project, along with a concise description of the design and methods for achieving the goals. The problem under investigation should be clearly identified. Budget and justification (not to exceed two pages): A full description of how the funds will be used must be included, along with the justification for the expenses. If the funds will only be used to support a portion of the proposed work, the applicant must clearly identify the specific portion(s) of the proposed work for which support is requested. Funds may be used to support travel or publication specific to presenting the results of this project. Additional funds are also available as either Travel Awards or Publication Awards as detailed below. Funds may be used to support salary of principle investigator, co-investigator or other personnel associated with this project, but must be justified with an appropriate explanation and, where appropriate, an indication of institutional commitment to the individual making application. Biographical sketch (not to exceed two pages per investigator): A biographical sketch using the NIH Form 398 format should be provided for each investigator involved in the project. (This form is online at http://grants.nih.gov/grants/funding/phs398/phs398.html). Role of the applicant (not to exceed one page): The role and responsibilities of each investigator involved in the project should be clearly described. A statement must also be included specifying how much time per week each investigator will devote to the project. Overall objectives and specific goals (not to exceed one page): Applicants must state the broad, long-term objectives of the project and describe concisely what the specific research project is intended to accomplish. Applicants must state precisely and clearly the questions that the research will attempt to answer and any hypotheses to be tested. Project plan (not to exceed 10 pages): A detailed description of the background and significance, preliminary studies (if any), and experimental design and methods should be provided. Potential relevance to the use of clear aligner treatment in orthodontics should be explained. Timetable (not to exceed one page): A proposed timetable for the conduct of the project must be included. References (no page limitations): All material referred to in the application must be referenced. Specific appendix materials (no page limitations): a. If human subjects or vertebrate animals are involved in the proposed project, a copy of the appropriate application (pending or approved) must be appended to the application. b. If the applicant is affiliated with a department, a letter from the chairman of the applicant's department must be included that offers support for the applicant and specifies that the time necessary to conduct the project will be made available to the applicant.

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Requirements for Applicants Who Receive Funding

Applicants are encouraged to present results at regional, national and international scientific meetings. Applicants are encouraged to publish results in peer-reviewed scientific or clinical journals. All recipients are obligated to submit a final report at the end of the year funding period. For recipients of two year funding award, an interim report will be due prior to the application due date for the subsequent year for consideration by the Committee.

Publication Award

Supplemental funds up to $1,500 USD per approved project will be available specifically for publication of results from the funded research in a peer-reviewed scientific or clinical journal. These funds must be used towards the costs associated with publication of the research results for the project. The Applicant will submit itemized expenses and receipts related to the cost of publication within 3 months of incurring the expense for reimbursement up to $1,500 USD by Align. Align has the right to review and approve the publication submission prior to submission in order to confirm use of appropriate terminology and use of any Align trademarks or other Align intellectual property. Such review is not to change content. Align shall also have the right to restrict the timing of publication due to its obligations as a public company. Publication must occur within 24 months of the start of the project in order to qualify for reimbursement unless otherwise authorized in writing by Align.

Presentation Award

Supplemental funds up to $1,500 USD per project will be available specifically to encourage the presentation of results from the funded research at national and/or international scientific meetings such as European Orthodontic Society, American Association of Orthodontists, and World Federation of Orthodontist meetings. If results are presented at a qualified national or international meeting requiring travel, then this funding may be utilized to cover travel related expenses that comply with Align's Travel Policy. Itemized expenses and receipts related to the travel costs must be submitted to Align within 3 months of incurring the expense for reimbursement along with documentation of relating to the name and location of the qualified meeting. Presentation of results must occur within 24 months of the start of the project in order to qualify for reimbursement unless otherwise authorized in writing by Align.

Submission and Notification Timeline

Application Submission Deadline: March 1, 2011 Applicants Notified: April 29, 2011 Funding Begins: July 1, 2011

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Requirements

1. Applicant and the associated university shall be solely responsible for providing all items facilities, personnel, medical equipment, laboratories and other items necessary to perform the research under this program. The research will be performed at the sole discretion and under the direction of applicant and applicant's university. Applicant and university take full responsibility and agree to be solely liable for the research under this program and any results or effects there from. Align and the Committee disclaims any and all liability for the research and any results or effects there from including any special, consequential, incidental, punitive, lost profits, data loss, loss of privacy or security, loss of reputation, or similar damages. Applicant and university will hold Align its officers, directors and employees harmless against any and all losses, damage, liability, and costs of any nature incurred with any claim relating to the research or loss arising out of the research. Applicant and university agree to cooperate fully in the defense of any of the foregoing. Align may at its own expense, control the defense of any matter subject to this indemnification provision. Neither applicant nor university will settle this matter without Align's consent. .a. Applicant and university will procure and maintain during the research and at its sole expense insurance sufficient to support its obligations under this Agreement. Policy coverage shall include at a minimum: General Aggregate of $2,000,000 or foreign currency equivalent Personal Injury of $1,000,000 per incident / $500,000 per person or foreign currency equivalent, and Property Damage of $1,000,000 or foreign currency equivalent All information, including the final terms of this Agreement, that is provided to applicant or university under this program by Align or the Committee is deemed "Align Confidential Information". University or applicant shall not disclose Align Confidential Information to any third party, including patients, without the prior written consent of Align. University or applicant shall not use Align Confidential Information for any purpose other than to fulfill Committee responsibilities. Applicant and university Member shall maintain the confidentiality of other third parties pursuant to the agreement with such parties and shall maintain Align Confidential Information until such time Align consents in writing to its disclosure or that it becomes publicly available through no fault of Member. Both applicant and university must be in good standing with Align during the application process and throughout the program. Align may terminate this program with any applicant and university immediately if Align, in its sole discretion, determines that applicant or university is no longer in good standing with Align or there is a conflict of interest with activities that applicant or university is involved in outside of this program or if there is a failure to adequately protect Align Confidential Information. Nothing herein transfers to applicant or university any right, title, or interest in the Align intellectual property or Align Confidential Information. Applicant and university hereby warrant that any information provided under this program will be information that applicant and university have all necessary right, title, and interest to disclose. Nothing herein transfers to Align any right, title, or interest in applicant or university intellectual property. Applicant and university hereby grants to Align and Align's third party contractors a perpetual, non-exclusive, worldwide, royalty free right to use, copy, distribute, results of the research with modification thereto provided such does not impact the results of the research

Align Technology, Inc. 2560 Orchard Pkwy, San Jose, CA 95131 Tel: (408) 470-1000 Fax: (408) 470-1010 WWW.INVISALIGN.COM

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(i.e. shortening the length of material presented). Applicant and university hereby agree to provide Align with a first right of refusal for any licensing or commercial efforts relating or resulting from the research under this program prior to offering such to a third party. University and Applicant are alone responsible for paying any taxes, including without limitation, federal, state and local taxes and other statutory contributions, relating to University or Applicant's receipt of funding hereunder. Applicant and University further agree to defend, indemnify and hold harmless Align from any and all claims made by any government entity on account of any alleged failure by University or Applicant to satisfy any tax or statutory contribution or legal reporting requirements relating to such fees. University and Applicant will issue a tax exempt status letter to Align if applicable. Gifts and/or charitable contributions under this program are not subject to any university tax. If the applicant's institution will not accept this requirement, the application will be considered cancelled and the award withdrawn. Applicant and university's employees, agents, representatives, directors, officers and partners are independent consultants, and are not employees, agents, or partners of Align. Furthermore, nothing contained in this Agreement shall be interpreted or construed to create or establish an employment relationship between the parties. Neither party is granted any express or implied right or authority by the other party to assume or create any obligation or responsibility on behalf of or in the name of the other party or to bind the other party in any manner whatsoever. This document must be executed by Applicant and University and submitted with the application. This document shall be governed by the laws of the Netherlands, without regard to its conflict of laws principles. This document constitutes the entire agreement between the parties as to its subject matter and supersedes all prior and contemporaneous communications on its subject matter.

APPLICANT

UNIVERSITY

______________________________ Signature ______________________________ Type or Print Name ______________________________ Date

________________________________ Signature ________________________________ Type or Print Name ________________________________ Date

Align Technology, Inc. 2560 Orchard Pkwy, San Jose, CA 95131 Tel: (408) 470-1000 Fax: (408) 470-1010 WWW.INVISALIGN.COM

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Exhibit A ­ Align's Travel Policy Flights. For all flights, the traveler is required to select the lowest available fare. For all travel, coach class is required. Air travel should be booked at least seven (7) days in advance. Align strongly encourages you to use the Company's designated travel service company (Traveleads) for flight arrangements. Ground Transportation and Parking. If cost effective, you may utilize plane, train, bus, automobile rental, taxi or other forms of transportation. If you are traveling to the same destination as another colleague you should share ground transportation to and from the airport whenever possible. Private car services should be used only when valid business reasons preclude the use of a more economical mode of transportation. Airport and hotel parking expenses related during an Align event or meeting are reimbursable up to a maximum of $25 USD or foreign currency equivalent per day. Hotel. In most situations, Align will arrange reservations for you at the hotel where your presentation/meeting/event is taking place. In the event that you must make your own hotel reservations, hotels/motels selected should be midrange, well established, reasonable in price and conveniently located within 15 miles of traveler's work assignment. Internet connectivity is a reimbursable expense. Meals and Room Service. The following amounts are guidelines to be followed (or foreign currency equivalent): Breakfast $ 15.00 USD Lunch $ 20.00 USD Dinner $ 35.00 USD. It is acceptable to go over the above dollar amounts for any particular meal as long as the $70.00 USD total is not exceeded in any one day. If Align provides a meal as part of the event, Align will not reimburse you for a meal elsewhere. Room service will only be reimbursed to the extent the meal maximum per day is not exceeded. Company may, in its sole discretion, reimburse Contractor for one additional day when travel is initiated the day prior to the date an event or meeting is scheduled to begin. Non-Reimbursable Expenses: Baby-sitters or Pet-sitters Car phone purchase or rental and non-business phone calls Gifts Loss of personal property Mini bar Non-approved group meals and other entertainment Personal articles (toiletries, books, magazines, etc.) Personal charges appearing on a hotel bill will not be reimbursed (i.e., dry cleaning, purchase of clothing, health spas, mini bars or shoe shines). Personal entertainment (movies, theaters, dinner shows, stage shows, in room movies etc.) Property or flight insurance Meals or travel related expenses incurred on behalf of spouses and other guests.

Align Technology, Inc. 2560 Orchard Pkwy, San Jose, CA 95131 Tel: (408) 470-1000 Fax: (408) 470-1010 WWW.INVISALIGN.COM

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Receipts. Original receipts for expenses incurred should be obtained in all cases where it is practical to do so. Adequate proof of payment must be provided for all purchases for reimbursement. Internet purchases must be supported by a copy of your credit card statement (online printout is acceptable). Generic hand written receipts will not be considered valid proof of expenditure.

Align Technology, Inc. 2560 Orchard Pkwy, San Jose, CA 95131 Tel: (408) 470-1000 Fax: (408) 470-1010 WWW.INVISALIGN.COM

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