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Exhibit 10.4
AMENDMENT TO
LICENSE AGREEMENT
This Amendment to License Agreement ("Agreement") effective as
of August 10, 2006 by and between SCOLR Pharma, Inc., a
Delaware corporation formerly known as Nutraceutix, Inc. (hereafter
referred to as "Company"), and Temple University – Of The
Commonwealth System of Higher Education (hereinafter referred to as
"Temple").
WITNESSETH:
WHEREAS, the Company and Temple entered into a License Agreement
effective September 6, 2000, as amended on October 1,
2002 and on June 1, 2006, relating to the grant of an
exclusive worldwide license of Temple’s interest in United
States Patent Application No. 09/037,096, any patents issuing
therefrom and any foreign counterparts thereof ("License
Agreement");
WHEREAS, Temple and the Company have agreed to modify certain
royalty and other payment obligations of SCOLR to Temple in order
to facilitate the execution of that certain Amended and Restated
Exclusive License Agreement between the Company and
Archer-Daniels-Midland Company dated August 10, 2006 ("ADM
Agreement"), which is attached hereto as Exhibit A, and to enhance
the potential commercialization of other Licensed Products.
NOW, THEREFORE, in consideration of the promises and the mutual
agreements contained herein, and other good and valuable
consideration, the receipt and sufficiency of which is hereby
acknowledged, and intending to be legally bound, the parties agree
as follows:
Article 1. Definitions . For the purposes of this
Agreement, unless the context clearly or necessarily requires,
capitalized terms shall have the meanings assigned in the License
Agreement.
Article 2. Amendment to Paragraph 4 of the License
Agreement .
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