Executed
Document Control Number 00-00-00000
Ex-10.5
LICENSE OPTION AGREEMENT
between
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA
and
MANHATTAN SCIENTIFICS, INC.
for
CYCLODEXTRIN POLYMER SEPARATION MATERIALS
Document Control Number 00-00-00000
TABLE OF CONTENTS
1. DEFINITIONS ..............................................................1
2. OPTION FOR LICENSE .......................................................3
3. FEE ......................................................................4
4. EXERCISE OF THE OPTION ...................................................4
5. TERMS OF PROPOSED LICENSE ................................................4
6. DUE DILIGENCE ............................................................5
7. PATENT PROSECUTION AND MAINTENANCE .......................................5
8. LIFE OF THE LICENSE OPTION AGREEMENT .....................................5
9. TERMINATION BY THE REGENTS ...............................................6
10. TERMINATION BY THE LICENSEE ..............................................6
11. USE OF NAMES AND TRADEMARKS ..............................................6
12. LIMITED WARRANTY .........................................................7
13. RESERVED .................................................................7
14. NOTICES ..................................................................8
15. ASSIGNABILITY ............................................................8
16. RESERVED .................................................................8
17. WAIVER ...................................................................8
18. RESERVED .................................................................9
19. MISCELLANEOUS ............................................................9
APPENDIX A -- University Patent Rights .......................................11
APPENDIX B -- Approved Press Releases ........................................12
Manhattan Scientifics, Inc. -- University of California ii
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DEVELOPMENT LICENSE AGREEMENT
(CYCLODEXTRIN POLYMER SEPARATION MATERIALS)
THIS LICENSE OPTION AGREEMENT LICENSE OPTION AGREEMENT is entered into by and
between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA, a nonprofit educational
institution and a public corporation of the State of California, hereinafter
referred to as the "University;" and MANHATTAN SCIENTIFICS, INC., 000 Xxxxx
Xxx., Xxxxx 00X, Xxx Xxxx, XX 00000, hereinafter referred to as the "Licensee,"
the parties to this License Option Agreement being referred to individually as a
"Party," and collectively as "Parties."
BACKGROUND
The University conducts research and development at the Los Alamos National
Laboratory (LANL) for the U.S. Government under Contract No. W-7405-ENG-36 with
the U.S. Department of Energy (DOE).
Rights in inventions and technical data made in the course of the University's
research and development at LANL are governed by the terms and conditions of the
Contract.
Certain technology relating to the removal of certain organics from water and
air has been developed in the course of the University's research and
development at LANL.
The University desires that such technology be developed and utilized to the
fullest extent possible so as to enhance the accrual of economic and
technological benefits to the U.S. domestic economy.
Licensee is desirous of obtaining certain rights from the University which would
allow it to explore the commercial potential of the University's Patent Rights ,
and the University is willing to grant such rights.
The Parties agree as follows:
1. DEFINITIONS
1.1 "UNIVERSITY'S PATENT RIGHTS" means the University's rights arising
from the U.S. patents or applications, including any continuing applications,
divisionals, and reissues thereof (but not including continuations-in-part); and
the patents issuing on applications, identified in Appendix A, incorporated
herein by reference.
1.2 "LICENSED PRODUCT" means any article of manufacture, machine or
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composition of matter covered by University's Patent Rights or whose
manufacture, use, or sale by an unlicensed third party would constitute an
infringement of any pending or issued claim within University's Patent Rights.
1.3 "LICENSED METHOD" means any method either that is covered by
University's Patent Rights or whose use or practice by an unlicensed third party
would constitute an infringement of any pending or issued claim within
University's Patent Rights.
1.4 "LICENSE AGREEMENT" means a license agreement between the University
and Licensee that shall result if Licensee exercises its option pursuant to
Article 4.
1.5 "BUSINESS PLAN" means a reasonably detailed plan containing
information regarding, but not limited to, projected sales for the Licensed
Products, dates of such sales, projected costs and profits and containing other
terms commonly included in business plans, such Business Plan to be submitted to
the University by Licensee prior to the negotiation and the execution of the
contemplated License Agreement.
1.6 "FIELD OF USE" means (i) residential entry points for individual
consumption or single family consumption, (ii)point of use applications for
individual consumption or single family consumption, and (iii) commercial entry
points and commercial point of use applications limited to restaurants,
cafeterias, catering halls, and other premises where upon food and beverages are
sold to the public. By way of example, the Field Of Use includes the removal of
organic contaminants from water at the entry point to or immediately before an
outlet faucet (such as a faucet in a kitchen or bathroom) in a private home or
apartment or restaurant or an outlet faucet for other single family home
consumer use applications such as filtering water for a hot-tub or swimming
pool. By further way of example, the Field Of Use includes filter applications
prior to and proximate to a single water cooler, drinking fountain, soda
machine, or sink in an office common area. By further way of example, the Field
of Use includes the removal of organic contaminants when used in a portable
devise by a person to purify lake, pond, river or stream, or any other source of
water for his/her own consumption or public consumption in a restaurant. By
further way of example, the Field Of Use includes whole-house point-of-entry
filtration systems for single family dwellings including without limitation
private homes and individual apartments and restaurants. By further way of
example, the Field Of Use includes air filtration systems for individual use,
single family dwelling use, and restaurant use including without limitation air
filtration for central heating systems, central air condition conditioning
systems, central vacuum systems, and single stand-alone units of air
conditioners, heaters, vacuums, and electric/electornics air filters.
The Field of Use does not include removing organic contaminants from
aqueous streams and from other liquids or from air and other gases where such
use is for industrial applications, commercial applications except for the
limited
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commercial applications as set forth in the foregoing paragraph, and government
applications.
By way of example, the Field Of Use does not include volume removal of
organic contaminants from municipal and community water xxxxx, municipal and
community reservoirs, and groundwater; removal of organic contaminants from
biological fluids; and volume removal of organic compounds from aqueous and
other liquid process streams as well as from air and other gases. By further way
of example, The Field Of Use does not include the removal of organic
contaminants at the entry and exit points of industrial processes, the entry
points into commercial, industrial and multi-family residential buildings such
as apartment complexes and other small water systems such as the water entry
point into campgrounds, trailer parks, and small community water systems.
2. OPTION FOR LICENSE
2.1(a) Subject to the limitations set forth in this License Option
Agreement, the University hereby grants to Licensee an exclusive option to
negotiate an exclusive world-wide license under University's Patent Rights to
make, have made, use and sell Licensed Products and to practice the Licensed
Method in the United States, and in other countries subject to paragraph 2.1(b),
and to sublicense all of the foregoing, limited to the Field of Use.
2.1(b) Subject to the limitations set forth in this License Option
Agreement, the University hereby grants to Licensee a first right of refusal to
obtain a license under University's Patent Rights to make, have made, use and
sell Licensed Products and to practice Licensed Method and to sublicense all of
the foregoing in foreign countries where the University has filed international
cases corresponding to the University's Patent Rights, provided however, that
Licensee agrees to share all costs associated with international cases pro rata
with other extant licensees who have license rights to such international cases.
The University is not under any obligation to file, prosecute, or maintain any
international cases.
2.2 Said option shall commence on the effective date of this License
Option Agreement and shall expire on February 29, 2000 (Initial Term). Licensee
may extend the life of this License Option Agreement to February 28, 2001
(Second Term) in accordance with Paragraph 3.2.
2.3 This License Option Agreement does not constitute a license to make,
have made, use or sell Licensed Products or to practice the Licensed Method
except for the sole purpose of evaluating Licensee's interest in exercising the
option. Licensee acknowledges its obligations under Article 6 (Due Diligence).
2.4 Licensee's right to exercise its option in accordance with this
License Option Agreement is subject to:
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(a) The University's export control review concluding that the University
may proceed with commercially licensing UNIVERSITY'S PATENT RIGHTS, and;
(b) the University obtaining the U.S. Department of Energy's approval of
such export control review.
3. FEE
3.1 As consideration for this License Option Agreement, Licensee agrees to
pay to the University a fee of ten thousand Dollars ($ 10,000.00) to be paid
within five business days (5) days from the effective date of this License
Option Agreement. This fee is neither refundable nor deductible nor an advance
against future royalties.
3.2 As consideration for the Second Term of this License Option Agreement,
Licensee agrees to pay to the University a Second Option Fee of ten thousand
U.S. dollars ($10,000.00) to be paid prior to the expiration of the Initial Term
of this Agreement and such payment must include a written statement that
Licensee elects to extend the life of this Agreement for a Second Term of twelve
months. This Second Option Fee is neither refundable nor deductible nor an
advance against future royalties.
4. EXERCISE OF THE OPTION
4.1 If Licensee elects to exercise its option rights to a License
Agreement under paragraph 2.1 hereof, Licensee shall notify the University in
writing pursuant to Article 14 (Notices) prior to the expiration of this License
Option Agreement with a copy of Licensee's Business Plan attached to the notice.
Failure of Licensee to so notify the University shall be deemed to be an
election by Licensee not to exercise its option rights.
4.2 When Licensee notifies the University pursuant to paragraph 4.1, it
shall specify in writing those particular patent applications, fields of use and
territory for which it desires a license from the University and those in which
it has no interest.
5. TERMS OF PROPOSED LICENSE
5.1 If Licensee exercises its option under Article 4, Licensee and the
University shall thereupon negotiate in good faith to arrive at mutually
agreeable, reasonable terms and conditions for the license, subject to the
University's pre-existing contractual obligations to the U.S. Government, and
limitation of University's warranties
5.2 The Licensee acknowledges and agrees that the U.S. Government has
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a nonexclusive, nontransferable, irrevocable, paid-up license to practice or
have practiced throughout the world, for or on behalf of the United States,
inventions covered by the University's Patent Rights, and has certain other
rights under 35 U.S.C. 200-212 and applicable implementing regulations and under
the U.S. Department of Energy Assignment and Confirmatory License.
5.3 The Licensee is informed and acknowledges that under 35 U.S.C. 203 the
U.S. Department of Energy has the right to require the Licensee to grant a
nonexclusive, partially exclusive or exclusive license in any field of use to a
responsible applicant or applicants, under the circumstances and in accordance
with the procedures prescribed at 48 CFR 27.304-1(g).
5.4 The University will reserve the right to grant a limited license for
use by a CRADA partner(s) to use the University Patent Rights for CRADA or
developmental purposes.
6. DUE DILIGENCE
6.1 Subject to paragraph 2.3, Licensee shall diligently undertake the
requisite market research to evaluate its interest in exercising the option,
including the preparation of a Business Plan.
6.2 Licensee shall be entitled to exercise prudent and reasonable business
judgment in meeting its due diligence obligations hereunder.
7. PATENT PROSECUTION AND MAINTENANCE
7.1 The University will file, prosecute, and maintain the U.S patent
applications and patents listed in Appendix A.
7.2 The costs associated with U.S. cases will be borne by the University.
8. LIFE OF THE LICENSE OPTION AGREEMENT
8.1 This License Option Agreement shall be effective upon execution by the
Parties and the University's receipt of the License Issue Fee.
8.2 Unless otherwise terminated by operation of law or by acts of the
parties in accordance with the terms of this License Option Agreement, this
License Option Agreement shall be in full force and effect from the effective
date and shall remain in effect for the period specified in Article 2 (OPTION).
8.3 Any termination of this License Option Agreement shall not affect the
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rights and obligations set forth in the following Articles:
Article 7 Patent Prosecution and Maintenance
Article 11 Use of Names and Trademarks
Article 16 Late Payments
8.4 Any termination of this License Option Agreement shall not relieve
Licensee of its obligation to pay any moneys due or owing at the time of such
termination and shall not impair any accrued right of the University.
9. TERMINATION BY THE REGENTS
9.1 If Licensee should violate or fail to perform any term or covenant of
this License Option Agreement, then the University may give written notice of
such default (Notice of Default) to Licensee. If Licensee should fail to repair
such default within thirty (30) days of the effective date of such notice, the
University shall have the right to terminate this License Option Agreement by a
second written notice (Notice of Termination) to Licensee. If a Notice of
Termination is sent to Licensee, this License Option Agreement shall
automatically terminate on the effective date of such notice. These notices
shall be subject to Article 14 (Notices).
10. TERMINATION BY THE LICENSEE
10.1 Licensee shall have the right at any time to terminate this License
Option Agreement in whole or as to any portion of University's Patent Rights by
giving notice in writing to the University. Such Notice of Termination shall be
subject to Article 14 (Notices) and such termination shall be effective thirty
(30) days from the effective date of such notice.
11. USE OF NAMES AND TRADEMARKS
11.1 Except as specifically approved in Appendix B, nothing contained in
this License Option Agreement shall be construed as conferring any right to use
in advertising, publicity, or other promotional activities any name, trade name,
trademark, or other designation of either party hereto (including contraction,
abbreviation or simulation of any of the foregoing). Unless required by law, the
use of the name, "The University of California", "Los Alamos National
Laboratory" or the name of any campus of The University of California is
expressly prohibited.
11.2 The University may disclose to third parties the existence of this
License Option Agreement, but shall not disclose information identified as
proprietary by Licensee under 11.3, except where the University is required to
release such information under either the California Public Records Act or other
applicable law.
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11.3 Licensee agrees to xxxx those portions of a copy of this License
Option Agreement which Licensee believes contain proprietary business
information of Licensee and return such copy to the University within thirty
days of the effective date of this License Option Agreement.
12. LIMITED WARRANTY
12.1 The University warrants that it has the lawful right to grant this
license, subject to DOE assignment of rights in the technology to the University
in the event such rights are not owned by the University, and that it has not
granted any rights under the University's Patent Rights to any other party,
except as required by action of law or by the University's prime contract with
DOE.
12.2 This License Option Agreement and the associated technology and
University's Patent Rights are provided WITHOUT WARRANTY OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, EXPRESS OR IMPLIED.
NEITHER THE UNIVERSITY NOR THE U.S. GOVERNMENT MAKES ANY REPRESENTATION OR
WARRANTY THAT THE LICENSED PRODUCTS OR LICENSED METHODS WILL NOT INFRINGE ANY
PATENT OR OTHER PROPRIETARY RIGHT. IN NO EVENT WILL THE UNIVERSITY OR THE U.S.
GOVERNMENT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES
RESULTING FROM EXERCISE OF THIS LICENSE OR THE USE OF LICENSED PRODUCTS OR
LICENSED METHODS.
12.3 Nothing in this License Option Agreement shall be construed as:
a. a warranty or representation by the University or the U.S.
Government as to the validity or scope of University's Patent
Rights; or
b. an obligation to bring or prosecute actions or suits against
third parties for patent infringement; or
c. conferring by implication, estoppel, or otherwise any license
or rights under any patents of the University or the U.S.
Government other than University's Patent Rights as defined
herein; or
d. an obligation by University or the U. S. Government to furnish
any know-how, technical assistance, or technical data that is
unrelated or unnecessary to the transfer of the Technology to
the Licensee for the purpose of implementing this License
Option Agreement.
13. RESERVED
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14. NOTICES
14.1 Any payment, notice, or other communication required or permitted to
be given to either party hereto shall be deemed to have been properly given and
to be effective on the date of delivery if delivered in person, or by facsimile
with confirmation or by first-class certified mail, postage paid, to the
respective address given below, or to such other address as it shall designate
by written notice given to the other party as follows:
In the case of the Licensee:
Manhattan Scientifics, Inc. 000 Xxxxx Xxx., Xxxxx 00X
Xxx Xxxx, XX 00000
Attn: Xxxxxx Xxxxxx, Chairman and CEO
In the case of the University: Fee Payments:
Los Alamos National Laboratory Industrial Partnership Office
Industrial Partnership Center ATTN: License Administrator
X.X. Xxx 0000, Xxxx Xxxx X000 X.X. Xxx 000
Xxx Xxxxxx, Xxx Xxxxxx 00000 Xxx Xxxxxx, XX 00000
Attention: Licensing Coordinator
15. ASSIGNABILITY
15.1 This License Option Agreement is binding upon and shall inure to the
benefit of the University, their successors and assigns, but shall be personal
to and assignable by Licensee only with the written consent of the University,
which consent shall not be unreasonably withheld.
16. RESERVED
17. WAIVER
17.1 It is agreed that no waiver by either party hereto of any breach or
default of any of the covenants or terms herein set forth shall be deemed a
waiver as to any subsequent and/or similar breach or default.
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18. RESERVED
19. MISCELLANEOUS
19.1 The headings of the several sections of this License Option Agreement
are included for convenience of reference only and are not intended to be a part
of or to affect the meaning or interpretation of this License Option Agreement.
19.2 No amendment or modification of this License Option Agreement shall
be binding on the Parties unless made in a writing executed by duly authorized
representatives of the Parties.
19.3 This License Option Agreement embodies the entire understanding of
the Parties and shall supersede all previous communications, representations, or
understandings, either oral or written, between the Parties relating to the
subject matter hereof.
19.4 In the event any one or more of the provisions of this License Option
Agreement shall for any reason be held to be invalid, illegal, or unenforceable
in any respect, such invalidity, illegality, or unenforceability shall not
affect any other provisions hereof, and this License Option Agreement shall be
construed as if such invalid or illegal or unenforceable provisions had never
been contained herein.
19.5 This License Option Agreement shall be interpreted and construed in
accordance with the laws of the New Mexico.
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IN WITNESS WHEREOF, both the University and Licensee have executed this
License Option Agreement, in duplicate originals, by their respective officers
hereunto duly authorized, the day and year hereinafter written.
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA:
By /s/ Xxxx X. Xxxxxx
-----------------------------------------
Xxxx X. Xxxxxx, Director
Los Alamos National Laboratory
Date August 31, 1999
---------------------------------------
LICENSEE:
By: /s/ Xxxxxx Xxxxxx
----------------------------------------
Printed Name: Xxxxxx Xxxxxx
------------------------------
Title: CEO
-------------------------------------
Date: August 31, 1999
--------------------------------------
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APPENDIX A
UNIVERSITY'S PATENT RIGHTS
1. LANL Case No. S-84,978, U.S. patent application number 09/214,216, filed on
November 21, 1997, "Cyclodextrin Polymer Separation Materials," by XxXxxx Xx and
Min Ma.
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APPENDIX B
The attached press releases are approved by the University.
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UNIVERSITY'S PRESS RELEASE:
--------------------------------------------------------------------------------
Los Alamos news release
National Laboratory
--------------------------------------------------------------------------------
A Department Of Energy/University of California Laboratory
CONTACT: Ternel Xxxxxxxx, 000-000-0000, xxxxx@xxxx.xxx 00-000
XXXXXXXXXX LICENSES NANOSPONGE TECHNOLOGY
Los Alamos, N.M., July ??, 1999 -- The Department of Energy's Los Alamos
National Laboratory has signed a six-month license option agreement with
Manhattan Scientifics, Inc., to further develop nanoporous polymer water
filtering technology for home consumer commercialization.
The technology, more commonly called a nanosponge, is a polymer-based
material that forms nanometer-sized pores that absorb and trap organic
contaminants in water, reducing their concentrations to parts-per-trillion
levels.
In addition, nanosponges can be fabricated into granular solids, powders
and optical quality thin films, enabling users to customize the polymer for
multiple applications and formats. A simple alcohol rinsing releases the
collected contaminants from the polymer, which can then be reused. XxXxxx Xx and
Min Ma of Los Alamos' Bioscience and Biotechnology Group developed the
nanosponge technology.
Xxxxx Xxxxx of Los Alamos' Civilian and Industrial Technology Program
Office said Manhattan Scientifics received the license agreement based on Los
Alamos' prior interactions with the company -- via two unrelated cooperative
research and development agreements -- and Manhattan's aggressive management
style in pursuing market opportunities.
"Consumers now pay more for bottled water in the supermarket than they pay
for gasoline," said Manhattan Scientifics CEO Xxxxxx Xxxxxx. "Our intention is
to reverse this trend by bringing a low cost, reusable water filtering device
into the American home and bring fresh water costs back to a real-world
alignment." Manhattan plans to form a strategic alliance with a corporate
partner already well-established in the consumer water business to manufacture
and market a home consumer product, he added.
-- more --
For more Los Alamos news releases, visit World Wide Web site
xxxx://xxx.xxxx.xxx/xxxxxxxx/Xxxx/xxxxxxxxxxxxx
Nanosponge License Agreement
Page 2
Manhattan Scientifics also develops and commercializes technologies such
as micro fuel cell technology, holographic media for data storage and
Internet-based image management and transmission. Its research headquarters are
located in Los Alamos, with its business offices located in New York City. For
more information, contact Maslow at 000-000-0000 or Xxxxx at 000-000-0000.
Los Alamos National Laboratory is operated by the University of California
for the U.S. Department of Energy.
-30-
LICENSEE'S PRESS RELEASE
For Immediate Release
Manhattan Scientifics Acquires Option to Consumer Rights For Filtering
Technology From Los Alamos National Laboratory
Los Alamos, NM, (July 00, 1999) -- Manhattan Scientifics, Inc. (OTC BB: MHTX)
announced today that it has acquired a six-month exclusive option to the global
consumer rights to the nanoporous polymer water filtering technology developed
at the Los Alamos National Laboratory (LANL).
The technology has the ability to reduce concentrations of organic compounds in
water to parts-per-trillion levels. The binding between organic contaminants and
the nanoporous polymer is 100,000 times greater than the binding between
contaminants and the widely used activated carbon. Unlike activated carbon, the
polymers do not allow leaching of the organic contaminants once they are
trapped. However, a simple alcohol rinse will release the organic contaminant
from the polymer allowing the polymer to be used time and time again.
Xxxxx Xxxxx, a spokesperson for LANL, said, "Our decision to offer the exclusive
option covering consumer applications of the nanoporous polymer technology to
Manhattan Scientifics was based upon our assessment of the management,s level of
aggressiveness in pursuing market opportunities. Within the past year we've
watched this Los Alamos-based high tech group aggressively enter into the micro
fuel cell arena and participate in two cooperative research and development
agreements with LANL, one dedicated to developing the long sought-after media
for holographic data storage and the other in portable energy for consumers
area."
Xxxxxx Xxxxxx, CEO of Manhattan Scientifics, said, "Consumers now pay more for
bottled water in the supermarket than they pay for gasoline. Our intention is to
reverse this trend by bringing a low cost, re-usable water filtering device to
the market and to bring fresh water costs back to a real-world alignment. Our
business plan for this remarkable technology is to form a strategic alliance
within the six month option period with a corporate partner already well
established in the water business and to work together to manufacture and market
an effective consumer application. We intend to pursue this aggressively and
have already identified a number of potential partners."
Maslow said, "This agreement with LANL represents our fourth major technology
initiative. We are confident we can successfully shepherd all of these four
diverse undertakings because of the business model we have developed. The model
us based on establishing strategic alliances with scientists and technical
experts together with corporate partners who have the ability to
provide the capital and marketing to transform these technology initiatives into
successful businesses. We know we can,t be all things to all people. That is why
our business plan focuses on our primary capabilities, namely technology
transfer, our experience in working with government labs, our ability to provide
early stage capital and manpower resources, our patent skills and our ability to
select of appropriate corporate partners to quickly bring product to market."
Manhattan Scientifics, Inc. is developing and commercializing proprietary
technologies in the advancement of consumer and commercial electronics including
micro fuel cell technology and holographic media for data storage,
Internet-based image management and transmission and consumer water filtering.
Manhattan Scientifics, research headquarters are located in Los Alamos, NM. Its
business offices are in New York City. Copies of Manhattan Scientifics press
releases, current quotes, stock charts and other useful information for
investors may be found on the websites xxx.xxxx.xxx and xxx.xxxxxxxxxxxxxx.xxx.
For further information contact Manhattan Scientifics CEO Xxxxxx Xxxxxx (917)
923-3300 or Xxxxx Xxxxx, spokesperson for the Los Alamos National Laboratories
at (000) 000-0000. Manhattan Scientifics, business address is 000 0xx Xxxxxx,
Xxx Xxxx, X.X. 00000. (000) 000-0000/ Fax (000) 000-0000.
Media Contact Institutional Investor Relations:
Xxxx Xxxxxxx, Xxxxx Xxxxx Xxxxx Xxxxxxx, Xxxxx Xxxxxxxx
Xxxxxxx-Xxxxxxxx Hawk Associates
Email: alex@xxxxxxx Email: Xxxxx@xxxxxxxxxxxxxx.xxx
xxxxxxxx.xxx xxxx://xxx.xxxxxxxxxxxxxx.xxx
Tel: (000) 000-0000 Tel: (000) 000-0000
The foregoing press release contains forward-looking statements, including
statements regarding the company's expectation of its future business. These
forward looking statements are based largely on the company's expectations and
are subject to a number of risks and uncertainties, certain of which are beyond
the company's control. Actual results could differ materially from these forward
looking statements as a result of a variety of factors including the taking
public of New Mexico Software, successfully completing the research and
development with respect to the micro fuel cell and other technologies,
successfully commercializing the micro fuel cell and holographic storage devices
for mass production, successfully protecting the company,s patents, and
effective significant industry competition from various entities whose research
and development, financial, sales and marketing and other capabilities far
exceeds the company,s. In light of these risks and uncertainties there can be no
assurances that the forward-looking statements in this press release will in
