|
Exhibit 10.2 - Assignment Agreement to the Option
Agreement
ASSIGNMENT AGREEMENT TO THE OPTION AGREEMENT
This Assignment Agreement (the "Assignment"), effective on July
31, 2008
(hereinafter the "Effective Date"), is made by and between THE
PENN STATE
RESEARCH. FOUNDATION, a non-profit corporation duly organized
and existing
under the laws of the Commonwealth of Pennsylvania and having an
office at
304 Old Main, University Park, Pennsylvania 16802 (hereinafter
referred to
as "PSRF"), Northwest Medical Research Inc., having its
principal office at
#90 NW Second Street, P.O. Box 910, Stevenson, Washington.
98648
(hereinafter referred to as "OPTIONEE") and Generic Marketing
Services,
Inc., a publicly traded corporation controlled by Dr. Marvin
Hausman
(hereinafter "NEWCO").
WHEREAS, PSRF and OPTIONEE entered into an Option Agreement
("Option
Agreement"), effective May 1, 2006, granting OPTIONEE an option
to obtain an
exclusive license under the PATENTS RIGHTS to make, have made,
use and sell
LICENSED PRODUCTS and to perform processes covered thereby.
WHEREAS, Paragraph 11.1 of the Option Agreement permits the
assignment of
this Option Agreement to another entity formed and controlled by
Dr. Marvin
Hausman, President of Northwest Medical Research Inc.
WHEREAS, OPTIONEE has represented that it wishes to assign its
exclusive
option rights to the INVENTION and LICENSED PATENTS as covered
in the Option
Agreement;
WHEREAS, PSRF desires to have the INVENTION and LICENSED PATENTS
utilized
in the public interest and is willing to assign PSRF's rights
hereunder to
NEWCO (as hereinafter defined),
Now, therefore, in consideration for the foregoing and the
covenants and
prom
|