A couple interesting notes from MDT license agreement:
Regarding the $1.5 million secured loan from MDTA:
The unpaid principal balance owing under the Note, together with any accrued and unpaid interest and all other unpaid obligations under the Note, shall be due and payable in full on the earliest to occur of: (i) June 4,
2023, (ii) the completion of the last milestone under the Development Agreement, or (iii) a Change of Control
(as defined in the Note), subject to an accelerated due date under certain adverse conditions. Until
repayment of the loan, Medtronic may have one non-voting observer attend meetings of Titan’s Board of
Directors.
HOW DO PEOPLE INTERPRET THAT UNDERLINED PHRASE? TITAN CAN'T PAY OFF THE LOAN EARLY? IF SO THAT HAND CUFFS TITAN THRU JUNE 2023 FROM PROMOTING TITAN EVEN AFTER COMPLETING MDT AGREEMENT/MILESTONES AND RECEIVING FINAL PAYMENTS (WITHOUT ANY FURTHER COMMITMENT FROM MDT NEEDED). THAT'S 2 YEARS OF ADD'L SILENCE IF NO BO.
Regarding IP License to MDT:
Pursuant to the License Agreement, the Company has granted an exclusive license to a portion of its intellectual property to Medtronic while retaining the world-wide rights to commercialize the licensed
technologies for the Company’s own business in single access robotic assisted surgery, including the Enos system. If a third party infringed on any of the intellectual property covered by the License Agreement and
subject to Medtronic’s exclusive license, the Company would need to obtain Medtronic’s permission before
enforcing Titan’s rights against this third party. There can be no guarantee that Medtronic would give
permission for such enforcement on a timely basis or at all.
WHY WOULD TITAN GIVE UP RIGHTS TO ENFORCE THEIR OWN IP THAT THEY RETAIN FULL OWNERSHIP AND ABILITY TO MARKET?
BelizeMe
