EXHIBIT 10.22
Amendment #2
DEVELOPMENT AGREEMENT between
LUCENT TECHNOLOGIES INC. and mPHASE TECHNOLOGIES, INC. effective as of
February 5, 2004 ("agreement") relating to Micro-Power Source Cells
Fabricating Using Nanotextured Superhydrophobic Materials and as
amended by an amendment effective as of February 6,
2004.
The Parties agree to
append to the Statement of Work, Appendix B1-Deveiopment
Activities, of the Agreement, additional activities for the annual
period commencing on February 3, 2005 ("Second Year"), as
follows:
a) Introduction
This work is a continuation of
work performed in 2004 for an additional 12 month period. The
fundamental objective is to conduct research relating to a primary
cell whose liquid electrolyte contacts dry electrodes on command.
The battery utilizes a hydrophobic nano-structured surface to
suspend the electrolyte until "an impulse of energy (i.e. voltage,
mechanical shock) causes the electrolyte to flow onto the
electrodes and produce voltage and current.
b) 2005 Research
Overview
Building on the knowledge
obtained from previous work, Lucent will work to construct a
battery using aqueous ZnCl2/NH4CI as the electrolyte and two
electrodes covered with Zn and MnO2. Once a working structure that
is triggered by a pulse of voltage and supplies current to light a
LED is achieved, Lucent will begin investigation of a multi-element
battery structure which represents the next step in the evolution
of a nano-structured battery, Lucent will continue to consider the
possible use of other battery chemistries and document the
findings. Additionally, Lucent will continue to study modified
nanostructured physical designs and document the advantages and
disadvantages of such designs. However to remain on the aggressive
twelve month schedule to achieve a potentially manufacturable
design, and live within our resources. Lucent intends to pursue one
design and modify it as testing mandates. This SOW will not cover
reliability studies or a manufacturable design suitable for large
volume, high yield automated production of the nanostructured
battery.
Lucent/mPhase Proprietary and
Confidential
c) Expected Research
Milestones:
1) Lucent expects to light a
visible LED using a device developed during the first three months
of effort. Once this has been demonstrated, Lucent will endeavor to
assemble a battery array composed of two or more individual cells
that can be activated independently for the purpose of a laboratory
demonstration. These cells will be connected in series or parallel
to demonstrate the principal that either the battery voltage or
current can be increased on demand. Lab instruments such as
voltmeters and oscilloscopes will document the results.
2) During the second stage
(month's four to eight) of the research, Lucent will work on a
multi piece structure, which represents a key element along the
path to a manufacturable design. The purpose of a multi piece
approach is to separate and optimize formulation of electrodes and
deposition of coatings. As Lucent continues through the research
cycle, the advantageous of the multi element approach for other
battery chemistries will be documented,
3) In the third stage (month's
nine to twelve) Lucent will continue to improve the design and
concentrate on packaging, A small number of non-functioning,
mechanical engineering samples of nano-structured battery
components will be supplied to mPhase. Lucent will additionally
supply several working cell structures (see definition in the above
overview section) to mPhase. To the extent that the samples above
are available earlier (than month's nine to twelve) then they shall
be supplied to mPhase,
4) By mutual agreement, mPhase
and Lucent in their sole discretion will engage with 3rd parties in
presenting information on the nano-structured battery
technology.
d) Subsequent Development
Between the Parties
1.) The Parties acknowledge that
the length of time and resources needed to successfully complete
Development Projects and to bring a product to market of the type
contemplated by this Agreement, is difficult to predict with
precision. However, it is contemplated that work relating to
Micro-Power Source Arrays Fabricating Using Nanatextured,
Superhydrophobic Materials will take a total of at least three (3)
years, so that at least one additional Development Project will be
anticipated. Accordingly, within sixty (SO) days prior to the
scheduled completion date of the current Development Project, the
Parties will negotiate in good faith written extensions to the
current Development Project and in which further work would be
beneficial to the Parties, provided that this Agreement has not
been terminated under the provisions
