AMENDMENT NO. 1
TO
PATENT AND TECHNOLOGY LICENSE AGREEMENT
This AMENDMENT NO. 1 ("AMENDMENT") is made as of this 3rd day of October,
2003 between U.S. Global Nanospace, Inc., a Delaware corporation, having a
principal place of business at ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇,
▇▇▇▇▇▇ ▇▇▇▇▇ ("LICENSEE") and TIAX LLC, a Delaware limited liability company
having a principal place of business located at ▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ("LICENSOR").
RECITALS
A. LICENSOR and LICENSEE are parties to a certain PATENT AND TECHNOLOGY
LICENSE AGREEMENT entered into by the parties dated July 25, 2003 (the
"AGREEMENT"), pursuant to which LICENSOR has licensed to LICENSEE certain
intellectual property, including patents. All capitalized terms used in this
AMENDMENT which are defined in the AGREEMENT and not otherwise defined in this
AMENDMENT shall have the meanings given in the AGREEMENT.
B. LICENSOR and LICENSEE desire to enter into this AMENDMENT in order to
amend the AGREEMENT in certain respects as provided below.
STATEMENT OF AMENDMENT
For good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, LICENSOR and LICENSEE hereby agree as follows:
1. Section 4.1(a). Section 4.1(a) of the AGREEMENT is deleted in its
entirety and the following substituted in place thereof:
"(a) LICENSOR shall pay to LICENSEE (i) a licensee fee equal to
$21,751.23, which shall be paid to LICENSOR no later than August 25, 2003; and
(ii) all reasonable out-of-pocket expenses incurred by LICENSOR in enforcing and
maintaining PATENT RIGHTS after the EFFECTIVE DATE, for so long as, and in such
countries as, this AGREEMENT remains in effect. LICENSOR will invoice LICENSEE
for all such expenses and on a quarterly basis, and the invoiced amounts will be
due and payable by LICENSEE within thirty (30) days of invoice; and"
2. No Waiver. Nothing herein shall be deemed to waive any rights LICENSOR
may have under the AGREEMENT.
3. Continuing Effect. As amended by this AMENDMENT, the provisions of the
Lease remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized
representatives to execute this AGREEMENT.
U.S. GLOBAL NANOSPACE, INC. TIAX LLC
By /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ By /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
-------------------- -------------------
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Chairman Title: Executive Vice President
Date: _______________, 2003 Date: _______________, 2003