Radient Pharmaceuticals Corporation fka RXPC

[guardiangel]

DC Radient went Void on March 1, 2014. The agreement with Uni-Pharma was June 6, 2013..In the agreement, It was between Uni and AMDL Diagnostics and Radient. The agreement was void when the Patents expired...The last patent expired on June 3, 2014..The reason the agreement was between AMDL Diagnostics and Radient, was because of the timing of Radient going void for shell purposes and AMDL Diagnostics would take over during the dormant time..Check with Delaware Corporaion ..AMDL Diagnostics will need to file an annual report by March 1, 2015...... imo Wolf

Term and Termination
11.1

This Agreement shall become effective upon the date of signing by both Parties and continue in effect until the earlier to occur of: (i) expiration of the last patent issued to RXPC for the Licensed Products, The last Patent expired on June 3, 2014. This is when the agreement ended..

The March-in Rights do not occur for two reasons..Radient was never confronted, with, served, and or interrupted by bankrupcy proceedings or any similiar legal actions.



March-In Rights to UNI

7.1

In the event RXPC is confronted with, served, and or interrupted by bankruptcy proceedings, or if any similar legal action, circumstance, or claim against RXPC were to occur that could in the course of normal business disrupt RXPC’s business and or ability to deliver the Tests, or in any way attempts to terminate this License Agreement, RXPC hereby grants to UNI and UNI hereby accepts the following non-cancelable March-In Rights (the “March-In Rights”) to;



There was no interuption..AMDL Diagnostics was still an on going entity..In the agreement a subsidiary was allowed to take over Radients position, that being AMDL Diagnostics Inc.


1.12

“Subsidiary(ies)” means any corporation, UNI, affiliate, or other entity, whose outstanding shares or securities representing the right to vote for the election of directors or other managing authority are, now or hereafter, owned or controlled, directly or indirectly by a Party, but such corporation, company, affiliate, or other entity shall be deemed to be a Subsidiary only so long as such ownership or control exists.



Secondly, Uni was given prosecution to the two remaining and unissued patents, which have been abandoned for non approval, and again there was no Bankrupcy, so they did not gain control of the patents...

7.3

UNI hereby agrees to prosecute the two unissued patents as identified in Exhibit A hereto attached and RXPC hereby agrees that UNI shall be granted, by way of and under the protection of the March-In Rights of this Section 7, full and exclusive assignment and transfer of rights and entitlement to the two unissued patents as identified in Exhibit A hereto attached in the event RXPC is confronted with, served, and or interrupted by bankruptcy proceedings, or if any similar legal action, circumstance, or claim against RXPC were to occur that could normally disrupt RXPC’s business and or ability to deliver the Tests, or in any way attempt to terminate this License Agreement.






CONCLUSION... AMDL Diagnostics had the control of the DR-70 asset up to the signing of the agreement,IF indeed it was signed by the three party's, that being Uni-Pharma, Radient, and AMDL Diagnostics..The Trademarks were in the Radient corporation...All is looking good for what lies in the near future...United Biomedical could be the connection for the CIT IP..The connection is between That company and Dr. Benezra.We berlieve this is the company that was listed in the Company from Taiwan that Jim introduced yesterday...Arima Drug Company...Hopefully this will help you to understand the agreement between Uni and AMDL DX/Radient....

Dr. Benezra has been Member of Scientific Advisory Board of Provista Diagnostics Inc since June 28, 2012. Dr. Benezra serves as a Member of the Cell Biology Program at Memorial Sloan-Kettering Cancer Center.

http://www.unitedbiomedical.com/files/UBI%20-%20Transcript%20of%20the%20interview%20with%20Chang%20Yi%20Wang%20%20rev%20cyw.pdf




dcspka Sunday, 03/01/15 05:58:19 PM
Re: guardiangel post# 27806
Post # of 27809

Question: If Radient could not legally enter into an agreement after March 1, 2013- then why did they attempt to do so with Uni-Pharma. It seems like a lot of trouble for a dead-on-arrival agreement? It's also a good way to have a shareholder revolt complete with lawsuits to follow.

I for one think the whole agreement is null and void simply due to non-compliance clauses. Neither party lived up to sales and/or payment agreements- at least what we know anyway.