LICENSE AGREEMENT
This License Agreement (this "Agreement") is made effective as of the
6th day of September, 1994 between
CORTISOL MEDICAL RESEARCH, INC. (CMR), of Las Vegas, Nevada, a Nevada
Corporation and STEROIDEGENESIS INHIBITORS, INC., a Nevada Corporation.
HERETO, the parties agree as follows:
GRANT OF LICENSE
In consideration of 5,100,000 shares of STEROIDEGENESIS INHIBITORS,
INC. Common Stock, a 3-5% licensing fees on ANTICORT net sales (on a sliding
scale), and $250,000 to be paid, if and when STEROIDEGENESIS INHIBITORS, INC.
would successfully conclude a private/IPO financing of 5MM or more, CORTISOL
MEDICAL RESEARCH, INC. grants to STEROIDEGENESIS INHIBITORS, INC. exclusive,
world wide license to ANTICORT, an anti-AIDS drug, developed by CMR, together
with all technology, and the know-how related to the use of ANTICORT.
PATENT(S)
STEROIDEGENESIS INHIBITORS, INC., at its own expense, shall file and
pursue patent(s) application(s) on ANTICORT, which said patent(s) to be issued
in XX. XXXXXX X. XXXXX'X name, but to be used by STEROIDEGENESIS INHIBITORS,
INC. for the duration of said patents, or seventeen years after the issuance of
the patents.
TRANSFER OF RIGHTS
This Agreement shall be binding on any successors of the parties.
ENTIRE AGREEMENT
This Agreement contains the entire agreement of the parties and there
are no other promises or conditions in any other agreement whether oral or
written. This Agreement supersedes any prior written or oral agreements between
the parties.
AMENDMENT
This Agreement may be modified or amended, if the amendment is made in
writing and is signed by both parties.
SEVERABILITY
If any provision of this Agreement shall be held to be invalid or
unenforceable for any reason, the remaining provisions shall continue to be
valid and enforceable. If a court finds that any provision of this Agreement is
invalid or unenforceable, but that by limiting such provision it would become
valid or enforceable, then such provision shall be deemed to be written,
construed, and enforced as so limited.
WAIVER OF CONTRACTUAL RIGHT
The failure of either party to enforce any provision of this Agreement
shall not be construed as a waiver or limitation of that party's right to
subsequently enforce and compel strict compliance with every provision of this
Agreement.
APPLICABLE LAW
This Agreement shall be governed by the laws of the State of Nevada.
/s/ XXXXXXXXXXX /s/ XXXXXXXXXXX
-------------------------------- ------------------------------------
for Cortisol Medical Research for Steroidogenesis Inhibitors, Inc.
SCHEDULE D
LEASES AND CONTRACTS
OF
STEROIDOGENESIS INHIBITORS, INC.
1. LICENSING AGREEMENT
CORTISOL - SII
LICENSE AGREEMENT
This License Agreement (this "Agreement") is made effective as of the
6th day of September, 1994 between
CORTISOL MEDICAL RESEARCH, INC. (CMR), of Las Vegas, Nevada, a Nevada
Corporation and STEROIDEGENESIS INHIBITORS, INC., a Nevada Corporation.
HERETO, the parties agree as follows:
GRANT OF LICENSE
In consideration of 5,100,000 shares of STEROIDEGENESIS INHIBITORS,
INC. Common Stock, a 3-5% licensing fees on ANTICORT net sales (on a sliding
scale), and $250,000 to be paid, if and when STEROIDEGENESIS INHIBITORS, INC.
would successfully conclude a private/IPO financing of 5MM or more; CORTISOL
MEDICAL RESEARCH, INC. grants to STEROIDEGENESIS INHIBITORS, INC. exclusive,
world wide license to ANTICORT, an anti-AIDS drug, developed by CMR, together
with all technology, and the know-how related to the use of ANTICORT.
PATENT(S)
STEROIDEGENESIS INHIBITORS, INC., at its own expense, shall file and
pursue patent(s) application(s) on ANTICORT, which said patent(s) to be issued
in XX. XXXXXX X. XXXXX'X name, but to be used by STEROIDEGENESIS INHIBITORS,
INC. for the duration of said patents, or seventeen years after the issuance of
the patents.
TRANSFER OF RIGHTS
This Agreement shall be binding on any successors of the parties.
ENTIRE AGREEMENT
This Agreement contains the entire agreement of the parties and there
are no other promises or conditions in any other agreement whether oral or
written. This Agreement supersedes any prior written or oral agreements between
the parties.
AMENDMENT
This Agreement may be modified or amended, if the amendment is made in
writing and is signed by both parties.
SEVERABILITY
If any provision of this Agreement shall be held to be invalid or
unenforceable for any reason, the remaining provisions shall continue to be
valid and enforceable. If a court finds that any provision of this Agreement is
invalid or unenforceable, but that by limiting such provision it would become
valid or enforceable, then such provision shall be deemed to be written,
construed, and enforced as so limited.
WAIVER OF CONTRACTUAL RIGHT
The failure of either party to enforce any provision of this Agreement
shall not be construed as a waiver or limitation of that party's right to
subsequently enforce and compel strict compliance with every provision of this
Agreement.
APPLICABLE LAW
This Agreement shall be governed by the laws of the State of Nevada.
/s/ XXXXXXXXXX /s/ XXXXXXXXXX
-------------------------------- ------------------------------------
for Cortisol Medical Research for Sreroidogenesis Inhibitors, Inc.
