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EXHIBIT
10.36
FIRST AMENDMENT TO
TECHNOLOGY LICENSE AGREEMENT
BETWEEN
SALUMEDICA,
LLC
AND
SPINEMEDICA
CORP.
THIS FIRST
AMENDMENT TO TECHNOLOGY LICENSE AGREEMENT (this “
Amendment ”) is entered into as of the 3rd day
of August, 2007 (the “ Effective Date ”),
by and between SaluMedica, LLC, a Georgia limited liability company
(“ Licensor ”), and SpineMedica Corp., a
Florida corporation (“ SpineMedica ”;
and, together with any subsidiary, sublicensee, successor, or
assignee of SpineMedica, “ Licensee ”),
under the following circumstances:
WHEREAS, Licensor
and Licensee entered into that certain Technology License
Agreement, dated August 3, 2007 (the “ License
Agreement ”), concerning Licensed Technology (as
defined therein) for all neurological and orthopedic uses,
including muscular and skeletal uses, related to the rotator cuff
and the hand (excluding the wrist); and
WHEREAS, Licensor
and Licensee desire to make certain amendments to the License
Agreement;
NOW, THEREFORE, in
consideration of ten U.S. dollars ($10.00) in hand paid and the
promises, representations, and mutual covenants contained herein,
the parties hereto, intending to be legally bound, mutually agree
as follows:
1.
Definition of SaluBridge . The License Agreement is
hereby amended by adding the following definition:
“‘SaluBridge’ means that certain product
or device known as ‘SaluBridge Nerve Cuff’ or
‘SaluMedica Nerve Cuff’ made out of Salubria
™
Biomaterial for which a Section 510(k) notification (no.
K002098) was filed with the U.S. Food and Drug Administration on
September 25, 2000.”
2.
Exclusion of SaluBridge . The License Agreement is
hereby amended by deleting Section 1.13 thereof (the
definition of “Licensed Product”) and Section 1.14
thereof (the definition of “Licensed Technology”) in
their entirety and inserting in lieu thereof the
following:
“‘Licensed Product’ means any product or
device (other than the SaluBridge to the extent it may be used to
provide a protective environment for peripheral nerve repair after
injury) that is developed, manufactured, produced, expressed, used,
or licensed for use by Licensee, its affiliates, successors, or
sublicensees, or t
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