QuantRx Biomedical Corporation (QTXB)

[ALERTS100%to10000%GAIN]

[b]QTXB~~`(ii) Patents.

(A) All of the issued Patents and pending applications for Patents that are Owned IP are currently in compliance with all legal requirements for maintaining pendency of patents (including payment of filing, examination, and maintenance fees), and are not subject to any maintenance fees or taxes or actions falling due within ninety (90) days after the Closing Date.

(B) No Patent that is Owned IP has been or is now involved in any infringement, interference, reissue or reexamination Proceeding and, to the Knowledge of Seller, no such action is threatened with respect to any such Patents.

(C) Seller, the inventors and the attorneys of record, have each complied with the United States Patent and Trademark Office (“PTO”) and any other country’s or jurisdiction’s office duty of candor and good faith in dealing, including the duty to disclose to the PTO (or such other office) all information known to be material to the patentability of each of the Patents that is Owned IP. To the Knowledge of Seller, Seller has all necessary documentation underlying the specifications or claims in the Patents included in the Purchased Assets and all claims thereunder.

(D) All assignments from all inventors and any subsequent assignee to, as the case may be, Seller, or to a predecessor-in-interest to Seller, have been executed and either recorded with the PTO (or other applicable registration authority), or submitted to the PTO (or such authorities) for the Patents that are Owned IP, such that the records of the PTO (and the applicable authority) reflect that Seller is the current owner of record of each such Patent. Copies of all Patents, recorded assignments and all maintenance fee records for each such Patent (including each application) have been made available to Buyer.

(E) No product manufactured or sold by Seller, nor any Patent of Seller is alleged to infringe any patent or product of any Person, and to the Knowledge of Seller, no Patent of, or product manufactured or sold by, Seller is infringed.

(F) All products sold under the Patents included in the Purchased Assets have been marked with the proper patent notice.