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CONX > SEC Filings for CONX > Form 8-K on 10-Sep-2013All Recent SEC Filings

Show all filings for CORGENIX MEDICAL CORP/CO



Termination of a Material Definitive Agreement, Other Events, Financial

Item 1.02. Termination of a Material Definitive Agreement.

On July 5, 2013, we filed a Current Report on Form 8-K disclosing that Corgenix Medical Corporation (the "Company") received written notice from legal counsel for Eiji Matsuura, Ph.D. ("Dr. Matsuura") that Dr. Matsuura desired to terminate the Amended and Restated License Agreement dated April 14, 2010 between the Company and Dr. Matsuura (the "Prior License Agreement") because Dr. Matsuura believed the Company breached certain obligations under the Prior License Agreement. We stated that the Company disputed that Dr. Matsuura had sufficient cause for terminating the Prior License Agreement and intended to contest the proposed termination.

Since the Company's receipt of Dr. Matsuura's notice, the Company and Dr. Matsuura have, through discussions, resolved any and all disputes regarding the Prior License Agreement, and Dr. Matsuura retracted his notice of termination and demand for arbitration of disputes. To evidence the terms of the Company's and Dr. Matsuura's joint resolutions and revised arrangement going forward, the parties entered into a new License and Cooperation Agreement (the "New License and Cooperation Agreement"), effective September 4, 2013, which replaces the Prior License Agreement, and the Prior License Agreement is thereby terminated.

Item 8.01. Other Events.

As described above, effective September 4, 2013, the Company entered into the New License and Cooperation Agreement with Dr. Matsuura, which amends and restates the Prior License Agreement between the parties. On September 10, 2013, the Company issued a press release announcing its entry into the New License and Cooperation Agreement, a copy of which is filed herewith as Exhibit 99.1. Under the New License and Cooperation Agreement, Dr. Matsuura grants the Company access to certain technology owned by Dr. Matsuura for the determination of oxidized lipoproteins and related analytes, antibodies and antigens to develop human in-vitro diagnostic products to be manufactured and sold by the Company. In consideration for the license, the Company will pay Dr. Matsuura consulting fees and royalty payments in accordance with the terms of the New License and Cooperation Agreement. The New License and Cooperation Agreement will continue in effect until September 29, 2022, unless terminated earlier in accordance with the terms of the New License and Cooperation Agreement, and may be renewed upon the mutual agreement of the parties.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibit

99.1 Press Release, dated September 10, 2013

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