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CONFLICT OF INTEREST EXEMPTION (DVTI, INC.)

WHEREAS, the School of Engineering and Applied Science wishes to enter into a service agreement with Direct Vapor Technologies International, Inc., to further commercialization efforts in direct vapor deposition; and

WHEREAS, Mr. Haydn Wadley has recently acquired an equity interest in DVTI, Inc.; and

WHEREAS, the School of Engineering and Applied Science service agreement with DVTI, Inc., would thereby expose Mr. Wadley to violation of the Virginia Conflict of Interests Act unless approved by the Board as permitted by §2.1-639.6(c) (7) of the Code of Virginia;

RESOLVED that the waiver of the conflict of interest of Mr. Haydn Wadleyis approved by the Board of Visitors in order to permit the University to enter into a service agreement with DVTI, Inc., to pursue commercialization of University intellectual property in vapor deposition; provided, as required by the law, Mr. Wadley files the required annual disclosure statement of personal interests in DVTI, Inc., the University files the required annual report concerning the contracts with the Secretary of the Commonwealth, and the dean and department chair, in consultation with the committee

established to oversee this relationship, vigilantly oversee application of University resources in the best interests of the University and in accordance with policy.