June 10, 2021 VIA EMAIL BioVie Inc.
Exhibit 10.4
June 10, 2021
VIA EMAIL
BioVie Inc.
0000 Xxxxxxxx Xxxxxx, Xxxxx 000
Xxxxx Xxxxxx, XX 00000
Attention: Xxxxx X. Do
Dear Mr. Do:
Reference is made to that certain Asset Purchase Agreement, dated as of April 27, 2021 (as amended, the “Agreement”), by and among BioVie Inc. (“BioVie”), NeurMedix, Inc. (“NeurMedix”) and, solely for purposes of Section 10.16 thereof, Acuitas Group Holdings, LLC (“Acuitas”). Defined terms used in this letter but not otherwise defined herein shall have the same meanings given to such terms as set forth in the Agreement.
Pursuant to Section 1.4(b) of the Agreement, upon the terms and subject to the conditions contained therein, at the Closing, BioVie shall, among other things, (a) pay to NeurMedix, by wire transfer of immediately available funds, the Initial Cash Payment, and (b) deliver the Initial Stock Consideration issued in book entry form to Seller.
Pursuant to Section 10.3 of the Agreement, NeurMedix hereby assigns to Acuitas the rights to receive the Initial Stock Consideration and the Initial Cash Payment from BioVie. By executing this letter, BioVie hereby agrees and confirms that BioVie consents to such assignments from NeurMedix to Acuitas. In connection with the issuance of the Initial Stock Consideration to Acuitas, NeurMedix expects that Acuitas (in lieu of NeurMedix) will execute the Registration Rights Agreement, in the form attached as Exhibit G to the Agreement.
[Signature page follows]
0000 Xxxxxxxxx Xxxxx, Xxxxx 000, Xxx Xxxxx, XX 00000
If the foregoing is consistent with your understanding, please kindly sign this letter in the space provided below and return it to the undersigned. Thank you in advance for your assistance in this matter.
| Very truly yours, | |
| NEURMEDIX, INC. |
| By: | /s/ Xxxxxx X. Xxxxxx |
| Name: Xxxxxx X. Xxxxxx | |
| Title: Chief Executive Officer |
ACKNOWLEDGED, AGREED AND CONSENTED BY:
BIOVIE INC.
| By: | /s/ Xxxxx X. Do |
| Name: | Xxxxx X. Do |
| Title: | President and CEO |
