SEC Info - OncoCyte Corp - ‘10-Q’ for 6/30/16

SEC Info℠

Home

Help

Please Sign In

OncoCyte Corp – ‘10-Q’ for 6/30/16 – ‘EX-10.1’

On: Thursday, 8/11/16, at 4:11pm ET · For: 6/30/16 · Accession #: 1140361-16-75892 · File #: 1-37648

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/11/16  OncoCyte Corp                     10-Q        6/30/16   39:2.1M                                   Broadridge Fin’l So… Inc

Quarterly Report — Form 10-Q — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Oncocyte Corporation 10-Q 6-30-2016                 HTML    184K 
 2: EX-10.1     Material Contract                                   HTML     25K 
 3: EX-31       Certification -- §302 - SOA'02                      HTML     23K 
 4: EX-32       Certification -- §906 - SOA'02                      HTML     14K 
11: R1          Document and Entity Information                     HTML     38K 
12: R2          Condensed Balance Sheets (Unaudited)                HTML     85K 
13: R3          Condensed Balance Sheets (Unaudited)                HTML     32K 
                (Parenthetical)                                                  
14: R4          Condensed Statements of Operations (Unaudited)      HTML     38K 
15: R5          Condensed Statements of Comprehensive Loss          HTML     26K 
                (Unaudited)                                                      
16: R6          Condensed Statements of Cash Flows (Unaudited)      HTML     74K 
17: R7          Organization, Basis of Presentation and Liquidity   HTML     25K 
18: R8          Summary of Significant Accounting Policies          HTML     27K 
19: R9          Selected Balance Sheet Components                   HTML     42K 
20: R10         Related Party Transactions                          HTML     24K 
21: R11         Shareholders' Equity                                HTML     22K 
22: R12         Stock-based Compensation                            HTML     48K 
23: R13         Income Taxes                                        HTML     18K 
24: R14         Commitments and Contingencies                       HTML     23K 
25: R15         Organization, Basis of Presentation and Liquidity   HTML     23K 
                (Policies)                                                       
26: R16         Summary of Significant Accounting Policies          HTML     29K 
                (Policies)                                                       
27: R17         Summary of Significant Accounting Policies          HTML     27K 
                (Tables)                                                         
28: R18         Selected Balance Sheet Components (Tables)          HTML     47K 
29: R19         Stock-based Compensation (Tables)                   HTML     49K 
30: R20         Organization, Basis of Presentation and Liquidity   HTML     30K 
                (Details)                                                        
31: R21         Summary of Significant Accounting Policies          HTML     30K 
                (Details)                                                        
32: R22         Selected Balance Sheet Components (Details)         HTML     69K 
33: R23         Related Party Transactions (Details)                HTML     33K 
34: R24         Shareholders' Equity (Details)                      HTML     32K 
35: R25         Stock-based Compensation (Details)                  HTML     85K 
36: R26         Commitments and Contingencies (Details)             HTML     38K 
38: XML         IDEA XML File -- Filing Summary                      XML     62K 
37: EXCEL       IDEA Workbook of Financial Reports                  XLSX     34K 
 5: EX-101.INS  XBRL Instance -- ocx-20160630                        XML    405K 
 7: EX-101.CAL  XBRL Calculations -- ocx-20160630_cal                XML     94K 
 8: EX-101.DEF  XBRL Definitions -- ocx-20160630_def                 XML    195K 
 9: EX-101.LAB  XBRL Labels -- ocx-20160630_lab                      XML    730K 
10: EX-101.PRE  XBRL Presentations -- ocx-20160630_pre               XML    414K 
 6: EX-101.SCH  XBRL Schema -- ocx-20160630                          XSD     69K 
39: ZIP         XBRL Zipped Folder -- 0001140361-16-075892-xbrl      Zip     68K

‘EX-10.1’ — Material Contract

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Exhibit 10.1

SECOND AMENDMENT TO LICENSE AGREEMENT

This Second Amendment (the "Second Amendment") is made effective as of May 27, 2016 (the "Second Amendment Effective Date"), by and between The Wistar Institute of Anatomy and Biology ("Wistar") and Oncocyte Corporation ("OncoCyte").

BACKGROUND

WHEREAS the parties entered into a License Agreement dated January 22, 2016 (the "License Agreement");

WHEREAS the parties amended the License Agreement by entering into a First Amendment to the License Agreement dated January 25, 2016 (the "First Amendment"); and

WHEREAS now seeking to add an additional patent application to the amended License Agreement the parties wish to enter into this Second Amendment.

NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, and intending to be legally bound hereby, the parties hereto agree as follows:

1. All capitalized terms not expressly defined herein shall have the same meanings assigned to them in the amended License Agreement. Except as expressly amended or modified herein, all other terms and conditions of the amended License Agreement remain in full force and effect.

2. Exhibit A of the License Agreement shall be deleted in its entirety and replaced with the attached Exhibit A-l included in this Second Amendment.

3. In consideration of this Second Amendment, Oncocyte shall pay to Wistar a one-time, non-refundable, non-creditable license amendment fee of twenty-five thousand dollars ($25,000 USD) within 30 days of the Second Amendment Effective Date.

4. This Second Amendment shall be construed by and enforced in accordance with the laws of the Commonwealth of Pennsylvania without regard to its principles of conflicts of law.

5. This Second Amendment shall become binding when any one or more counterparts hereof, individually or taken together, shall bear the signatures of Wistar and OncoCyte. This Second Amendment may be executed in any number of counterparts, and counterparts may be exchanged by electronic transmission (including by email), each of which shall be deemed an original as against the party whose signature appears thereon, but all of which taken together shall constitute but one and the same instrument.

Second Amendment
Wistar Reference No. LIC15-35-AMD-2	Wistar/Oncocyte
27-May-16	Tech ID No. 16-16

Page 1 of 3

IN WITNESS WHEREOF, the parties have caused this First Amendment to be executed by their duly authorized representatives as of the First Amendment Effective Date.

THE WISTAR INSTITUTE OF ANATOMY AND BIOLOGY		ONCOCYTE CORPORATION

By:	/s/ *Heather Steinman*	By:	/s/ *William Annett*

Name:	Heather Steinman	Name:	William Annett

Title:	Vice President for Business Development &	Title:	CEO
	Executive Director, Technology Transfer
	The Wistar Institute	Date:	July 5, 2016
Date:	May 27, 2016

Second Amendment
Wistar Reference No. LIC15-35-AMD-2	Wistar/Oncocyte
27-May-16	Tech ID No. 16-16

Page 2 of 3

EXHIBIT A-l

Licensed Patents

Tech ID	Serial Number	Filing Date	Title	Inventors
15-12	62/163,766	May 19, 2015	Methods and Compositions for Diagnosing or Detecting Lung Cancers	Drs. Louise Showe, Michael K. Showe, Andrei V. Kossenkov
16-16	To be provided	June,2016	Compositions and Methods for Diagnosing Lung Cancers Using Gene Expression Profiles	Drs. Louise Showe, Michael K. Showe, Andrei V. Kossenkov

Second Amendment
Wistar Reference No. LIC15-35-AMD-2	Wistar/Oncocyte
27-May-16	Tech ID No. 16-16

Page 3 of 3

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-Q’ Filing	Date	Other Filings

Filed on:	8/11/16	8-K
	7/5/16
For Period end:	6/30/16
	5/27/16
	1/25/16
	1/22/16	8-K
	5/19/15
		List all Filings

↑Top

Filing Submission 0001140361-16-075892 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)