FIRST AMENDMENT
OF
EXCLUSIVE LICENSEE TERRITORIAL AGREEMENT
THIS AMENDMENT is made and entered into this 15th day of February,
1999, by and between XXXXX X. XXXXXXX (hereinafter referred to as
"Inventor") and ANONYMOUS DATA CORPORATION (hereinafter referred to as
"Licensee");
WHEREAS, Inventor and Licensee entered into an Exclusive Licensee
Territorial Agreement dated May 14, 1998, and
WHEREAS, the parties now desire to amend the Exclusive Licensee
Territorial Agreement,
NOW THEREFORE, said Exclusive Licensee Territorial Agreement is hereby
amended as follows:
1. Paragraph 3 shall be deleted in its entirety and the following
inserted in lieu thereof.
"3. Provided Licensee is not in breach, default or violation of
this Agreement, INVENTOR agrees:
(a) not to license any other person or entity to
use, make, sell or operate the PRODUCTS and SERVICES
covered under US Patents 08/910,062 and 08/686,211 in
the geographic territory during the term of this
Agreement without prior written agreement of the
parties.
(b) Inventor grants the same exclusive license to
Licensee for the intellectual property rights and
patents described in the Exclusive Licensee Territorial
Agreement in all other Countries in the World. This
exclusive license shall be on a Country by Country
basis and exercised by Licensee giving notice to
Inventor of its desire for the exclusive use in a
Country. Licensee agree to pay Inventor royalties in
accordance with the terms of the original Exclusive
Licensee Territorial Agreement. In the event the
Country is a Patent Country, Licensee shall pay all
expenses required to file the necessary documentation
to obtain the patent. In the event Licensee does not
transact business in the Country within a twelve month
period, the rights and patents in that Country become
the property of Inventor.
(c) In the event Inventor desires the rights
and/or patent in a certain Country, Inventor shall
notify Licensee of his desire to obtain the license
rights to the requested Country. Licensee shall have
thirty days after Inventor's notification to release
its license right in that Country or to notify Inventor
of Licensee's desire to use its license rights in that
Country. In the event Licensee fails to notify
Inventor within the thirty-day period, the license
rights to that Country shall be the property of
Inventor.
2. Paragraph 4 shall be deleted in its entirety and the following
inserted in lieu thereof:
"4. The term of this Agreement shall be 18 years from the date
of full execution of this Agreement and for so long a period
as Licensee shall remain in business and in compliance with
this Agreement."
3. All other terms and conditions of the Exclusive Licensee Territorial
Agreement between the parties dated May 14, 1998, shall remain as written.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment to
Exclusive Licensee Territorial Agreement the day and year first above
written.
INVENTOR:
/s/Xxxxx X Xxxxxxx
XXXXX X. XXXXXXX
ANONYMOUS DATA CORPORATION
By /s/ Xxx Toyoyama
XXX XXXXXXXX, President
