FIRST AMENDMENT TO LICENSE AGREEMENT Dated the 28th day of August 2012 Subject Matter Steviol & Steviol Glycosides (“Agreement”)
FIRST AMENDMENT TO LICENSE AGREEMENT
Dated the 28th day of August 2012
Subject Matter Steviol & Steviol Glycosides
(“Agreement”)
Effective October 10, 2013, this agreement amends the Agreement
BETWEEN
Vineland Research and Innovations Centre Inc.
a statutory corporation
with principal executive offices located at 0000 Xxxxxxxx Xxxxxx Xxxxx,
Xxxxxxxx Xxxxxxx,
Xxxxxxx X0X 0X0
(“VRIC”)
AND
Stevia First Corporation,
a Nevada corporation
with principal executive offices located at 0000 Xxxxxxx Xxxx,
Xxxx Xxxx, XX 00000
(“Company”)
WHEREAS,
A. | Company and VRIC entered into the Agreement to commercialize a gene or gene proteins protected under patent; |
B. | VRIC owned the patent and the Company is the licensee; |
C. | The extant patent inadvertently omitted some of the key alleles of the synthetic gene; |
D. | VRIC filed a new patent identifying the key alleles of the synthetic gene; |
E. | The Company wants to move forward under the new patent and under the existing Agreement. |
NOW THEREFORE, for the mutual promises and other consideration described herein, the parties hereto agree as follows:
1. | Paragraph 5.1.1 of the Agreement replaced in its entirety by the following: |
The Company shall reimburse VRIC within thirty (30) days of receipt of invoice, for all patent prosecution and maintenance fees incurred by VRIC during the Term of this Agreement.
Notwithstanding the foregoing, VRIC shall pay all fees related to prosecution of the New Provisional Application (as defined in Appendix A) and applications that derive priority from the New Provisional Application, up to a maximum amount of the total Execution Fees payable by the Company to VRIC under the Agreement. The Company shall pay any fees in excess of this maximum.
2. | The following is added to Appendix A of the Agreement: |
61/887,601
|
“Compositions and Methods for Producing Steviol and Steviol Glycosides” (referred to herein as the “New Provisional Application”) | United States | October 7, 2013 |
3. | Paragraph 1.5 of the Agreement, the definition of Licensed Patents, is corrected by replacing the text “Schedule 1” with “APPENDIX “A””. |
4. | All capitalized terms herein have the same meaning as in the Agreement. |
5. | Any and all provisions of the Agreement not expressly modified by this Agreement remain in full force and effect. |
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed by its duly authorized officer as of the date first written above.
Stevia First Corporation | Vineland Research and Innovations Centre, Inc. |
By: /s/ Xxxxxx Xxxxxx | By: /s/ X. Xxxxxxx |
R. Brooke, CEO | X. Xxxxxxx, CEO |