AMENDMENT NO. 1 TO PATENT LICENSE AGREEMENT
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AMENDMENT NO. 1 TO PATENT LICENSE AGREEMENT
This AMENDMENT No. 1 to PATENT LICENSE AGREEMENT ("Amendment") is made and entered into as of the 28th day of February 2002, to be effective march 31, 2002, by and between NOMOS CORPORATION ("Licensee") and the Board of Regents ("Board") of the University of Texas System, collectively referred to as "the Parties."
RECITALS
A. Board and Licensee entered into a Patent License Agreement having an effective date of October 21, 1998 ("License").
B. Board and Licensee wish to amend the terms of the License as set forth below, to change the minimum royalties, the due date of the minimum royalties, and to extend the term of the License.
C. As a condition of enactment of this Amendment No. 1. All royalties and minimum payments which are owed under the term specified in Section 5.1 of the License Agreement dated October 21, 1998 shall be paid.
NOW, THEREFORE, it is hereby agreed as follows:
1. Section 5.1 of the License shall be revised to read in its entirety as follows:
"5.1 In Consideration of rights granted by Board to Licensee under this Agreement, Licensee will pay Board the following:
a. A royalty, payable quarterly, beginning march 31, 2002, of $6,000 for all new Sales, in conjunction with the Sale of a Peacock(R)System, of a Licensed Product as defined in the License, manual or otherwise;
b. A minimum annual royalty of %50,000 due within 30 days of March 31st of each year, beginning March 31, 2003."
2. Section 5.5 shall be revised to read in its entirety as follows:
"5.5 All amounts payable here by Licensee must be paid in United States funds without deductions for taxes, assessments, fees, or charges of any kind, except as required by applicable law. Checks must be payable to Board of Regents, The University of Texas System, and shall be delivered to:
Xxxxxx
X. Xxxxx
Office of Technology Ventures
San Antonio Technology Center
0000 Xxxxx Xxxxx, Xxxxx 000
Xxx Xxxxxxx, Xxxxx 00000"
3. Sections 6.2 and 6.3 of the License shall be deleted in their entirety.
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4. Section 15.2 of the License shall be revised to read as follows:
"15.2 Any notice required by this Agreement must be given by prepaid, first class, certified mail, return receipt requested, addressed in the case of University to:
The
University of Texas Health Science Center at San Antonio
Office of Technology Ventures
San Antonio Technology Center
0000 Xxxxx Xxxxx, Xxxxx 000
Xxx Xxxxxxx, Xxxxx 00000
ATTENTION: Xxxx X. Xxxx,
Director of Technology Development and Commercialization
FAX: (000) 000-0000
PHONE: (000) 000-0000
With copies to:
Board
of Regents
The University of Texas System
000 Xxxx 0xx Xxxxxx
Xxxxxx, Xxxxx 00000
ATTENTION: Office of General Counsel
FAX: (000) 0000000
PHONE: (000) 000-0000
Or in the case of Licensee to:
NOMOS
Corporation
0000 Xxxxxxx Xxxxx Xxxx
Xxxxxxxxx, XX 00000
ATTENTION: Xxxx Xxxxxxx,
Vice President, Engineering and Development
FAX: (000) 000-0000
PHONE: (000) 000-0000
Or other addresses as may be given from time to time under the terms of this notice provision."
5. Section 6.1 of the License shall be revises to read as follows:
"6.1 The term of this Agreement shall be two (2) years from the Effective Date of March 31, 2002."
6. Except as provided in this Amendment, all other terms, conditions, and provisions of the License shall continue in full force and effect as provided therein.
SIGNATURES ON THE FOLLOWING PAGE.
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IN WITNESS THEREOF, the Parties have entered into this Amendment effect as of the date set forth above.
| BOARD OF REGENTS OF THE UNIVERSITY OF TEXAS SYSTEM | NOMOS CORPORATION | |||
By: |
/s/ XXXXXXXXX X. XXXXXXXX Xxxxxxxxx X. Xxxxxxxx, M.D. President The University of Texas Health Science Center at San Antonio |
By: |
/s/ XXXX X. XXXXXXXX Xxxx X. Xxxxxxxx CEO and President |
|
Date: |
4-2-02 |
Date: |
March 20, 2002 |
|
Approved as to Form: |
||||
By: |
/s/ XXXX X. XXXX Xxxx X. Xxxx, M.B.A. Office of Technology Ventures |
|||
Date: |
3/26/02 |
|||
Approved as to Content: |
||||
By: |
/s/ H. XXXXX XXXXX H. Xxxxx Xxxxx Executive Vice President for Business Affairs |
|||
Date: |
4-2-2002 |
|||
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AMENDMENT NO. 1 TO PATENT LICENSE AGREEMENT
