Item 1.01 Entry into a Material Definitive Agreement.
On
The License IP consists of antigen specific cancer vaccines in which modified mRNA is administered to produce epitopes able to produce an immune response which augments likelihood of successful induction of immunity. An epitope is the part of an antigen that is recognized by the immune system.
As consideration to Regen for the rights and license granted pursuant to the Agreement Licensee shall:
(a) pay to Regen a nonrefundable fee of
(b) pay to Regen royalties equal to five percent (5%) of the Net Sales as Net
Sales are defined in the Agreement of any Licensed Products in a quarter.
(c) pay to Regen ten percent (10%) of all consideration (in the case of in-kind
consideration, at fair market value as monetary consideration) received by Licensee from sublicensees, excluding royalties from sublicensees based onNet Sales of any Licensed Products for which Regen receives payment
Licensed Product is defined in the Agreement as (a) any method, procedure,
service or process that incorporates, uses, used, is covered by, infringes or
would infringe any of the License IP in the
In the event that development of the License IP by the Licensee is not commenced as of the date that is nine months from the effective date of the Agreement the rights and license granted pursuant to the Agreement shall become nonexclusive.
The foregoing description of the Agreement is not complete and is qualified in its entirety by reference to the text of the Agreement , which is attached to this Current Report on Form 8-K as Exhibit 10.1 and incorporated in this Item 1.01 by reference.
On
As consideration to KCL for the rights and license granted pursuant to the Agreement Licensee shall:
(a) pay to KCL a nonrefundable fee of Fifty Thousand common shares of Oncology
(b) pay to KCL royalties equal to five percent (5%) of the Net Sales as
are defined in the Agreement of any Licensed Products in a quarter.
(c) pay to KCL ten percent (10%) of all consideration (in the case of in-kind
consideration, at fair market value as monetary consideration) received by Licensee from sublicensees, excluding royalties from sublicensees based onNet Sales of any Licensed Products for which KCL receives payment
Licensed Product is defined in the Agreement as (a) any method, procedure,
service or process that incorporates, uses, used, is covered by, infringes or
would infringe any of the License IP in the
In the event that development of the License IP by the Licensee is not commenced as of the date that is nine months from the effective date of the Agreement the rights and license granted pursuant to the Agreement shall become nonexclusive.
The foregoing description of the Agreement is not complete and is qualified in its entirety by reference to the text of the Agreement , which is attached to this Current Report on Form 8-K as Exhibit 10.2 and incorporated in this Item 1.01 by reference.
Item 9.01 Exhibits
Exhibit 10.1 Regen Agreement Exhibit 10.2 KCL Agreement 2
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