Prescriber Data Uses in Definitions Clause

Definitions from Promotion Agreement

This Promotion Agreement (Agreement) is entered into as of February 3, 2010 (Effective Date) by and between MiddleBrook Pharmaceuticals, Inc. (MBRK), a Delaware corporation with offices at 7 Village Circle, Suite 100, Westlake, TX 76262 and DoctorDirectory.com, Inc. (DD), a South Carolina Corporation, with offices at One Page Avenue, Suite 280, Asheville, NC 28801.

Definitions. The terms as used in this Agreement will have the meanings as follows: (a) Actual DD Target Segment MOXATAG TRx means the total actual number of MOXATAG prescriptions filled in the US during the applicable Promotional Measurement Period and written by DD Target Segment Prescribers as stipulated by the Prescriber Data. (b) Actual DD Target Segment MOXATAG TRx Tablets means the average number of tablets contained in all MOXATAG TRx during the applicable Promotional Measurement Period as stipulated by the Prescriber Data including the tablet quantities as reported by IMS NPA weekly EUTRx (tablets) data, multiplied by Actual DD Target Segment MOXATAG TRx. (c) Change of Control means the change of control of MBRK, as defined by any of the following events: A) any third party acquires directly or indirectly the beneficial ownership of any voting security of MBRK representing fifty percent (50%) of the total voting power of the then outstanding voting securities of MBRK; B) the consummation of a merger, consolidation, recapitalization, or reorganization of MBRK with or by a third party which