Radient Pharmaceuticals Corporation fka RXPC

[guardiangel]

Radient Is Being Restructured by A Reverse Merger

Conclusion: April 26, 2015

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=113104999

Part 1 April 20, 2015

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=112893006


Part 2 April 21, 2015

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=112930694


Part 3 April 22, 2015

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=112973321

Part 4 April 23, 2015

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=113014648

Part 5 April 24, 2015 Rebuttals

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=113056841

Part 6 April 25, 2015 Rebuttals

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=113091753

In this Part 7 of our analysis and hypothesis we will prove that Uni-Pharma is still under the agreement they signed on June 3, 2013 with AMDL Diagnostics Inc. a wholly owned subsidiary of Radient. It will include a rebuttal on the interpretation of the agreement. We will also include the architect of the 2010 LOI and planned reverse merger between Provista Diagnostics and Radient. We will also show how the architect brought Terry Lin the CEO of Uni-Pharma and Radient together for this unique M&A.

It is all about deductive reasoning as my Logic and Symbolic Logic professor the late Dr. Fang would suggest you understand. Thanks to the great DD done by some on this board who have a habit of emailing CEO's we found that William Gartner and Global Cancer Diagnostics was not going to merge with Radient and William replied, "We have no connection whatsoever with Radient Pharmaceutical in any way – company-wise or personally." What he made us realize from his nod and a wink is that Provista is connected with Radient which of course we already knew from the Reverse merger LOI of 2010 and the 2010 LSA 5 year agreement to commercialize the LC Sentinel Breast and Lung cancer tests. What we did not know is if GCDX or PDX were going to merge through a Reverse Triangular merger. We will take William at his word.

How long do we have to wait for an email from Terry Lin the CEO of Uni-Pharma? According to the email DD board member he is certain that Uni-Pharma is selling the DR-70 and Onko-Sure off patent and infringing on Radient's Dr-70 and Onko-Sure Federal Trademarks. How unbelievable and humorous does that sound? Will Terry Lin admit in the email that he is stealing the same intellectual property rights he signed in an agreement with AMDL Diagnostics Inc? Not likely for many reasons. First and foremost he is not. Terry Lin has a reputation of honor and integrity in Taiwan and in the International community.. If Terry and Uni were infringing on intellectual rights during and after the agreement was terminated on the basis of the last patent issued that expired, he would not be in business for too long. Here is a quick analysis of the agreement to prove that Uni-Pharma is still honoring the agreement and Uni-Pharma is distributing Onko-Sure and will continue to sell the "New" Onko-Sure for years to come.


http://www.sec.gov/Archives/edgar/data/838879/000121390013003078/f8k061113ex10i_radientpharm.htm

"This License Agreement (the “Agreement”), which shall be effective as of June 6, 2013 is by and between Uni Pharma Co., Ltd., a Taipei, Taiwan limited liability company (“UNI”) and Radient Pharmaceuticals Corporation (including its subsidiary AMDL Diagnostics Inc.) a Delaware incorporated United States company (“RXPC”)."

The Uni-Pharma territories that are listed in the agreement are not exclusive except for Taiwan. If you notice in the PCT all of the countries and territories that are listed in the agreement are listed are among the 148 countries, except Taiwan. The agreement with Uni-Pharam protects Radient/AMDL DX in Taiwan in relation to the agreement with Uni-Pharma.

http://www.wipo.int/pct/en/pct_contracting_states.html

Whereas, RXPC desires to grant a license to UNI to commercialize the Tests into the territories designated in Section 1.13 along with continuing commercialization efforts in Taiwan.

1.13

“Territory” means the following countries: Taiwan ROC, China PRC, Hong Kong, Malaysia, Singapore, Indonesia, Thailand, Japan, India, Australia and New Zealand. With RXPC approval, additional countries can be allocated on a country-by- country basis.

Whereas, UNI wishes to hold a non-exclusive 5 year license (excepting Taiwan which remains exclusive per UNI-RXPC exclusive distribution agreement) to RXPC’s Onko-Sure and DR-70 cancer blood test kits (the “Tests”), procedures, analyses, data, know how, manufacturing, manufacturing processes, components, trademarks and intellectual property identified in Exhibit A (the “Intellectual Property”).

When this Link was introduced to the board, someone stated that Uni-Pharma was selling Onko-Sure off patent and using Radient's Federal Trademarks as they pleased.The link is from 2013 and Uni-Pharma was still unders an agreement since the last patent issued didn't expire until June 3, 2014. There was another link posted on the board in September 2014 and this was the response.


"Bio Taiwan 2015 is in Taiwan and Taiwan is not one of the countries in the Madrid Protocol. UNI can use the name DR-70 in Taiwan, specifically at Bio Taiwan 2015, which is the specific reference we are discussing."

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=106027212

The link...Showing an advertisement for Onko-Sure and a brief comment from Terry Lin.

http://pharmaboardroom.com/wp-content/files_mf/1391174479taiwanpharmareportnovember20131.pdf

Below is part of the agreement that states Trademarks and Copyrights as Intellectual Property rights that would be considered confidential in nature. Uni-Pharma would be infringing on Radient's Trademark and be liable for damages because of the agreement they signed in June 2013.

1.3

“Intellectual Property Rights” means any patents in any country, trade names, trademarks, trade secrets, copyright, copyrightable expression or work, and any other intellectual property rights that exist or may exist in or are related to the Intellectual Property, Licensed Know-how or the Tests."

The agreement can be terminated by Uni-Pharma and/or Radient at any time. Did Uni-Pharma make its sales goals before the last issued patent expired? Most likely..Did uni-Pharma decide that they could go rogue after the last patent expired. Not likely. If they did they would have to wait two years after the license was terminated on their part. If it was June 3,2014 when the last patent issued expired they would have to wait until June 3, 2016 according to the confidentiality clause.

9.3

"Recipient’s obligations regarding Confidential Information received under this Agreement expire two years from the date of termination of this Agreement.:


11. 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, (ii) when UNI terminates this Agreement by discontinuing the offering of the Licensed Products or the sublicense to do the same. UNI shall be deemed to have discontinued the offering of the Licensed Products when UNI no longer offers, or has reasonable offers for, any of the Licensed Products and no longer receives revenue from any unaffiliated third party, other than UNI, or from sales of any of the Licensed Products during any full calendar year. At such date the license rights will by default return to RXPC, or (iii) by RXPC in the event that UNI does not achieve sales necessary to meet the Minimum Royalty Payments, as set forth in Exhibit B, for any two consecutive fiscal quarters.

The agreement states.

"(i) expiration of the last patent issued to RXPC for the Licensed Products,"

The definition of Licensed Products:

1.6

“Licensed Products” means the Onko-Sure and DR-70 kits and all Patents and Trademarks listed in Exhibit A, which may be updated from time to time upon the mutual written consent of the Parties.

According to everyone here we all agree that Uni-Pharma is still selling and distributing Onko-Sure which concludes that they are still honoring the agreement and Radient/AMDL Diagnostics is as well..

"all Patents and Trademarks listed in Exhibit A"


The patents in the Exhibit A include the Onko-Sure patents that are pending in PCT and Euopean Union. When either of those patents are granted, then the agreement will be enforced again, because the patent(s) issued would act as the replacement of the two patents expired. This is good for both Party's.Someone stated they didn't know who what when about AMDL and who owned the trademarks. AMDL Diagnostics Inc. is a wholly owned subsidiary of radient and the Corporation that entered into the agreement with Uni-Pharma. They are covered in 1.12 "owned or controlled, directly or indirectly by a Party."

1.9

“Party(ies)” means UNI, RXPC or both, as the case may be.


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.

Licensed Patents and Pending Patents.

https://patentscope.wipo.int/search/en/result.jsf

1.5

“Licensed Patents and Pending Patents” means the patents listed in Exhibit A and any (i) continuation, divisional, continuation-in-part, reissue, extension, renewal, re-examination, and substitute thereof; (ii) foreign patent or patent application, including any foreign patent or patent application claiming priority to or otherwise constituting a counterpart of the patents listed in Exhibit A; and (iii) patent issuing from such applications in any country.

Terry Lin was not introduced to Radient to distribute and sell Dr-70/Onko-Sure after the patents expired. Complete non-sense...

A quote from Uni-Pharma CEO Terry Lin:

“We also began to focus more on medical devices, because
we find that the entrance barriers are considerably lower. Med
tech currently accounts for nearly 90 percent of our revenues.”
Now, the company is looking to leverage its market knowledge to diversify beyond distribution to the introduction of its
own branded line of diagnostics. With license in hand for a
cancer-detection device, Uni-Pharma has formed a partnership
to manufacture and market products for the regional market-
place and beyond: “We saw that there was a constraint on the
pharmaceutical industry, so we moved from pharma products
to medical devices and diagnostics. But we also want to build a
foundation for the long-term. The distribution business can be
difficult to sustain: after all, the principal can always revoke the product rights if they chose!"

http://pharmaboardroom.com/wp-content/files_mf/1391174479taiwanpharmareportnovember20131.pdf


Terry Lin is a man of integrity. Radient needs Uni-Pharma and Uni-Pharma needs Radient..Win-Win situation. We know William Gartner visited Taiwan, they are in the city sister program.

Who do you think introduced Terry Lin to Radient and Provista...Was it William Gartner...

“Introductions don’t come easily in Asia, but Sister Cities has opened every door I asked,” he said. “We will be traveling to the Middle East, southeastern Europe, Europe, Asia, and Africa in the next 12 months to negotiate license agreements for the use of our BT test for breast cancer. The first call we will make before heading for the airport is to Sister Cities.” Taipei,Taiwan

William Gartner, CEO of Provista Life Sciences in Phoenix, also sees a great business benefit from international partnerships. He’s been involved with the Phoenix Sister Cities program for more than 15 years and has used those connections to help develop licensing and supply-chain relationships for his biotech company’s early detection tests for various diseases.

Provista is marketing a blood test for early detection of breast cancer. Gartner said the Sister Cities program has helped his company cultivate personal relationships and make introductions that might not have happened otherwise.


http://www.bizjournals.com/phoenix/stories/2009/11/09/focus1.html?page=all

Paula West, director of protocol at the Sister Cities Office for the city of Phoenix, says she is proud to know Gartner, who has served on the board of the Phoenix Sister Cities Commission and chaired the Taipei Committee.

http://www.bizjournals.com/phoenix/stories/2008/05/12/story13.html?page=2


William Gartner ...The architect behind the back door listing a/k/a Creeping Takeover Groups of Angel investors who now own 90 per cent of RXPC stock, control Provista Diagnostics stock, and the Radient Shell. Have Merger Have Mercy....

Arizona’s growth on Bioscience Roadmap exceeds U.S. norms
Jan 21, 2009

Venture capital isn’t for everyone, said William Gartner, president and CEO of Phoenix-based Provista Life Sciences LLC.

He said his company, which markets a blood test to detect breast cancer, is too late-stage for venture capital.

“VC is really for startups,” he said. “They give you $10 million and take 70 percent to 80 percent of your company. Why would we want to do that at this stage?”

Instead, Gartner said he’s hoping to secure debt capital within the next month or so.

http://www.sec.gov/Archives/edgar/data/838879/000121390013003078/f8k061113ex10i_radientpharm.htm