Amendment No. 1 to Exclusive License Agreement between The Washington University and Chromadex, Inc.

This Amendment #1 (“First Amendment”) is made and entered into on December 15, 2015 (“First Amendment Effective Date”) by and between The Washington University, a corporation established by special act of the Missouri General Assembly approved February 22, 1853 and acts amendatory thereto, having its principal offices at One Brookings Drive, St. Louis, Missouri 63130 (hereinafter referred to as “WU”) and Chromadex, Inc., a corporation of the State of California, having a place of business at 10005 Muirlands Blvd., Suite G, Irvine, CA 92618 (hereinafter referred to as “Licensee”), each a “Party” or collectively the “Parties” of this Agreement.

WHEREAS, WU and Licensee entered into an Exclusive License Agreement (WU Contract No. 004446-011) on March 4, 2013 (“ELA”);

WHEREAS, certain information in the ELA was designated “TBD” in the “Milestone and Payments” table on page 1 and in the Exhibit F “Diligence Milestones” table;

NOW THEREFORE, in consideration of the foregoing and the agreements below, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

 

 

 

The Parties hereby agree to amend the terms of the ELA as provided above, effective as of the First Amendment Effective Date. Where the ELA is not explicitly amended, the terms of the ELA will remain in force. Definitions used in this First Amendment that are not otherwise defined herein shall have the meanings such terms are given in the ELA.

IN WITNESS WHEREOF, the authorized representatives of the parties hereto have executed this Amendment by affixing their signatures below on the date(s) indicated: