Columbus, Ohio 43201 Re: License Agreements/Upfront Fees Dear Mr.Wright:
May 22, 2014
Ohio State Innovation Foundation Attn: Xxxxxxx X. Xxxxxx, President 0000 Xxxxx Xxxx Xxxxxx
Columbus, Ohio 43201
Re: License Agreements/Upfront Fees
Dear Xx.Xxxxxx:
Reference is made to (1 ) the Patent & Technology License Agreement, Agt. No. A2014-0165, entered into as of September 6, 2013, by and between Microlin Bio, Inc. ("Microlin") and Ohio State Innovation Foundation ("XXXX'), as amended, (2) the Patent & Technology License Agreement, Agt. No. A2013- 2080, entered into as of September 6, 2013, by and between Microlin and XXXX, as amended, (3) the Patent & Technology License Agreement, Agt. No. A2013-2069, entered into as of September 6, 2013, by and between Microlin and XXXX, as amended, (4) the Patent & Technology License Agreement, Agt. No.A2014-0164, entered into as of September 6, 2013, by and between Microlin and XXXX, as amended, and (5) the Patent & Technology License Agreement. Agt. No.A2014-0294, entered into as of September 6, 2013, by and between Microlin and XXXX, as amended (collectively, the "Agreements ").
Each of the Agreements provide that Microlin is to pay an upfront fee to XXXX on or before May 31, 2014 for the patents licensed from XXXX under the Agreements. The upfront fees payable to XXXX on or before May 31, 2014 total $500,000 in the aggregate (the "May 2014 Fee").
This letter serves to confirm our agreement regarding Microlin's obligations with respect to the May 2014 Fee. Xxxxxxx acknowledges that it owes XXXX $500,000 on or before May 31, 2014 pursuant to the Agreements and XXXX agrees to defer Microlin's obligation to pay such amount on or before May 31, 2014 as set forth below. Microlin and XXXX agree that the May 2014 Fee will be paid in full from Microlin to XXXX via wire transfer no later than three (3) calendar days after the day on which Microlin delivers its registered securities to its underwriter(s) and receives payment for these securities (the "Closing Date"). In the event that the Closing Date does not occur or occurs after June 30, 2014, the parties will agree to a commercially reasonable alternati ve payment schedule.
Sincerely,
/s/ Xxxxxx Xxxxxxxxx Xxxxxx Xxxxxxxxx Executive Chairman |
[Acknowledgement page follows]
ACKNOWLEDGED AND AGREED TO BY:
OHIO STATE INNOVATJON FOUNDATION
By: /s/ Xxxx Xxxxxx
Name: Xxxx Xxxxxx
Title: Vice President
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