EX-10.8 17 tm2210382d1_ex10-8.htm EXHIBIT 10.8

 

Exhibit 10.8

 

AMENDMENT THREE

To

LIMITED EXCLUSIVE

PATENT LICENSE AGREEMENT

 

For

 

DIAGNOSTIC KIOSK

For Food Safety, Water Quality Monitoring, and
Human/Veterinary Clinical Diagnostics

 

Between

 

LAWRENCE LIVERMORE NATIONAL SECURITY, LLC

 

and

 

BIONOMICS DIAGNOSTICS, INC.,

a wholly-owned subsidiary of LexaGene Holdings, Inc.

 

LLNL Case No. TL02679.3

 

Lawrence Livermore National Laboratory
Innovation and Partnerships Office
P.O. Box 808, L-795, Livermore, CA 94551

 

September 14, 2017

 

 

 

 

Bionomics Diagnostics, Inc., a wholly-owned subsidiary

LexaGene Holdings, Inc.

 

Diagnostic Kiosk

Amendment Three

 

AMENDMENT THREE

September 14, 2017

 

to

 

License Agreement - LLNL Case Number TL02679.0

for Diagnostic Kiosk

between Bionomics Diagnostics, Inc. and Lawrence Livermore National Security, LLC

effective June 22, 2015

 

This Amendment Three to the License Agreement by and between Lawrence Livermore National Security, LLC (“LLNS”) and Bionomics Diagnostics, Inc. (“LICENSEE”) is effective as of the date of execution of this Amendment by the last signing Party. This Amendment and the associated License Agreement are subject to overriding obligations to the Federal Government pursuant to the provisions of LLNS’s Contract No DE-AC52-07NA27344 with the United States Department of Energy (“DOE”) for the operation of the Lawrence Livermore National Laboratory (“LLNL”).

 

This Amendment Three will modify Article 17 (INSURANCE), Paragraph 17.2 to remove product liability insurance requirement. All other terms and conditions remain the same.

 

Therefore, in consideration of the mutual covenants and obligations recited herein, LLNS and LICENSEE hereby amend the License Agreement as follows:

 

1.ARTICLE 17 (INSURANCE)

 

Delete Paragraph 17.2 in its entirety and replace with the following:

 

17.2Prior to obtaining the appropriate government regulatory approvals, LICENSEE may obtain insurance coverage at lower levels, but the initial minimum levels must be as follows:

 

17.2.1Each occurrence coverage of not less than Five Hundred Thousand Dollars ($500,000); and

 

17.2.2Personal and Advertising Injury: Coverage of not less than Five Hundred Thousand Dollars ($500,000); and

 

17.2.3General Aggregate (Commercial Form only): Coverage of not less than One Million Dollars ($1,000,000).

 

17GM0914 2TL02679.3
Amendment Three

 

 

Bionomics Diagnostics, Inc., a wholly-owned subsidiary

LexaGene Holdings, Inc.

 

Diagnostic Kiosk

Amendment Three

 

LLNS and LICENSEE execute this Amendment, in duplicate originals, by their respective officers who are duly authorized on the day and year that is written.

 

BIONOMICS DIAGNOSTICS, INC., a wholly-owned subsidiary of LexaGene Holdings, Inc   LAWRENCE LIVERMORE NATIONAL SECURITY, LLC LAWRENCE LIVERMORE NATIONAL LABORATORY
         
By: /s/ John Regan   By: /s/ Richard Rankin
Name: John Regan   Name: Richard A. Rankin
Title: CEO   Title: Director, Innovation and Partnerships Office
Date Signed: 9/14/2017   Date Signed: 09/15/2017
             

17GM0914 3TL02679.3
Amendment Three