Exhibit 10.14
January 21, 1999
OrthoLogic Corporation
0000 Xxxx Xxxxxxxxxx Xxxxxx
Xxxxx, XX 00000
Ladies and Gentlemen:
By this Letter of Amendment (the "LOA") it is understood that
OrthoLogic Corp., ("OrthoLogic") and Chrysalis BioTechnology, Inc. ("Chrysalis")
agree to modify their original Definitive Agreement regarding the TP508 (or
Chrysalin) technology ("Technology") for orthopedic applications signed by the
two parties as of December 31, 1997 and amended on September 23, 1998 (the
"Agreement"). The parties agree to amend the Agreement as follows:
1. Extension of Worldwide Fracture Application License Option.
Chrysalis and OrthoLogic agree to extend the exercise date for the option for
worldwide (excluding the United States) rights for fracture applications
described in Section IV(b) of the Definitive Agreement until on or before June
30, 1999.
2. Linking of International Rights. The worldwide (excluding the
United States) option for fracture applications as described in Section IV(b) of
the Definitive Agreement and the worldwide (excluding the United States) option
for other Orthopedic Applications as defined in Section IV(d) of the Definitive
Agreement, can no longer be exercised independently. Therefore, if OrthoLogic
determines to proceed, it shall pay $1.25 million on or before June 30, 1999 for
the rights to all Orthopedic Applications worldwide (excluding the United
States).
3. Other Payments. All other payments due to Chrysalis will be
made by OrthoLogic by the dates specified in the Definitive Agreement. The
timing and amounts of all other milestone payments shall remain unchanged.
4. Limited Modification. Except as modified herein, all terms and
conditions of the original Definitive Agreement shall remain in full force and
effect.
5. Counterparts. This LOA may be executed by facsimile or manual
signatures. It may be executed in several counterparts, each of which shall be
deemed an original, but such counterparts shall together constitute one
agreement.
Chrysalis BioTechnology, Inc.
By: /s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx, Ph.D.
Title: President
OrthoLogic Corporation
January 21, 1999
Page 2
ACCEPTANCE
The foregoing LOA correctly sets forth our agreement concerning the
Amendments to the Definitive Agreement.
Dated: January 27, 1999
OrthoLogic Corporation
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
Title: President/CEO