EXHIBIT 10.5
* CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH
THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN
REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
AMENDMENT SIX TO
DEVELOPMENT AGREEMENT
ADDITIONAL WORK-SOLVENT SENSOR
This Amendment Six made as of 5 December, 2001 ("Effective Date")
between SRI International, a California, non-profit and public benefit
corporation, having a place of business located at 000 Xxxxxxxxxx Xxxxxx, Xxxxx
Xxxx, XX 00000 (hereinafter "SRI") and Lipid Sciences Incorporated, an Arizona
corporation, having a place of business located at 0000 Xxxx Xxxxxx Xxxxxxx,
Xxxxx 000, Xxxxxxxxxx, XX 00000 (hereinafter "LSI").
WHEREAS, SRI and LSI have entered into a development agreement having
an effective date of October 6, 2000 and an Amendment One thereto dated March 8,
2001 and Amendment Two dated March 28, 2001; Amendment Three dated May 12, 2001;
Amendment Four dated May 13, 2001 and Amendment Five dated May 13, 2001
(hereinafter individually and collectively "Development Agreement") and which
the parties hereby amend; and
WHEREAS, the parties intend that this Amendment Six provide for the
details of additional work related to develop a solvent sensor, which is outside
of the scope of Phase II Development Plan of the Development Agreement.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, SRI and LSI agree as follows:
1. For consistency and unless otherwise defined herein all initially
capitalized terms shall have the meaning set forth in the Development
Agreement.
2. The scope of work and project cost, which the parties agree are outside
of the scope of Phase II Development Plan of the Development Agreement
are attached hereto as Exhibit A.
3. Unless expressly amended by this Amendment Six, all other terms and
conditions of the Development Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed as of the date last subscribed below.
SRI: LSI:
SRI International Lipid Sciences, Incorporated
By: /s/ V. Xxxx Xxxxxxxx By: /s/ Xxxx Xxxxxxx
-------------------- ----------------------
V. Xxxx Xxxxxxxx Xxxx Xxxxxxx, Ph.D.
Group Manager, Contracts President & Chief Executive Officer
EXHIBIT A
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