AMENDMENT TO LICENSE AGREEMENT
Amendment
to License Agreement by and between TheraCour Pharma, Inc., ("Theracour")
as Licensor, and NanoViricides, Inc., (“Nano”) as Licensee.
The
License Grant in paragraph 2 is amended and restated as follows:
1)
License
Grant. Theracour hereby grants to Nano a limited, non-transferable.
exclusive
license,
subject to the provisions of paragraph 2.2 as amended
below, for the manufacture, use, sale, or offer of sale of the Licensed
Product( s) in the Territory.
2)
Paragraph
2.1 of the said License Agreement is amended to include “Rabies Virus”.
3) Paragraph
2.2 of the said License Agreement is clarified, superseded, and replaced
by the following paragraph:
“TheraCour
retains exclusive rights to develop and synthesize the different TheraCour
base polymers used for making the various nanoviricides. A TheraCour base
polymer
is defined as a polymer that does not have the virus-specific ligand attached
to
it as yet and its structure is covered in one or more of the specified
TheraCour
patents. TheraCour
also retains the exclusive rights to research and develop the chemistries
for
attaching
the virus-specific ligands to the base polymers. A “ligand” is defined herein as
a
chemical or biological moiety that is capable of binding to some feature
of the
targeted virus
particle, this enabling targeting to a specific strain, subtype, type or
class
of virus, or
broad
or multiple classes of viruses. A ligand itself may be a small chemical
moiety,
a peptide
moiety, a fragment of any antibody, an RNA or DNA “aptamer”, or another
chemically
defined structure. A TheraCour base polymer is also referred to herein
as a
“nanomicelle”.
A nanomicelle is thus a component element of the Licensed Products. Further,
TheraCour agrees to identify, design, and develop ligand(s) necessary for
the
development
of the Licensed Products. As to any Licensed Product, TheraCour retains
the
initial exclusive right to develop and synthesize the nanomicelles exclusively
for Nano.
In
the event that Theracour is unable to supply the quantities of the
nanomicelle(s) required
for manufacture of the Licensed Product(s), then upon notice and after
any
applicable
cure periods required under the License agreement, Nano can acquire the
nanomicelle(s) from other third party providers.
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TheraCour
Pharma, Inc.
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| /s/ Xxxxxx Xxxxxxx |
/s/
Xxx Xxxxxxx
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By
Xxxxxx Xxxxxxx, President
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By
Xxx Xxxxxxx, Vice President
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