Effective January 12, 2024, Foxo Technologies Inc., a Delaware corporation (the “Company” or the “Licensee”), entered into the Master Software and Services Agreement (this “Agreement”) with KR8 AI Inc., a Nevada corporation (the “Licensor”). Our Interim CEO and Interim CFO each are equity owners of the Licensor. Under the Agreement, the Licensor granted to the Licensee a limited, non-sublicensable, non-transferable perpetual license to use the “Licensor Products” listed in Exhibit A to the Agreement, to develop, launch and maintain license applications based upon Licensee’s epigenetic biomarker technology and software to develop an AI machine learning epigenetic APP to enhance health, wellness and longevity. The territory of the Agreement is solely within the U.S., Canada and Mexico.
Under the Agreement, the Licensee agreed to pay to the Licensor an initial license and development fee of $2,500,000, a monthly maintenance fee of $50,000, and an ongoing royalty equal to 15% of “Subscriber Revenues,” as defined in the Agreement, in accordance with the terms and subject to the minimums set forth in the schedules of the Agreement. The Licensee agreed to reimburse the Licensor for all reasonable travel and out-of-pocket expenses incurred in connection with the performance of the services under the Agreement, in addition to payment of any applicable hourly rates. If the Licensee fails to timely pay the “Minimum Royalty,” as defined in the Agreement, due with respect to any calendar year, the License will become non-exclusive.
The initial term of this Agreement commences on the effective date of the Agreement. Unless terminated earlier in accordance with the terms, the Agreement will be perpetual. Either party may terminate the Agreement, effective on written notice to the other party, if the other party materially breaches this Agreement, and such breach remains uncured 30 days after the non-breaching party provides the breaching party with written notice of such breach, in which event, the non-breaching party will then deliver a second written notice to the breaching party terminating this Agreement, in which event the Agreement, and the licenses granted under the Agreement, will terminate on the date specified in such second notice. Either party may terminate the Agreement, effective immediately upon written notice to the other party, if the other party: (i) is unable to pay, or fails to pay, its debts as they become due; (ii) becomes insolvent, files or has filed against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law; (iii) makes or seeks to make a general assignment for the benefit of its creditors; or (iv) applies for or has appointed a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.
Licensee may terminate the Agreement at any time upon 90 days’ notice to the Licensor provided that, as a condition to such termination, the Licensee immediately ceases using any Licensor Products. The Licensor may terminate the Agreement at any time upon 30 days’ notice to the Licensee if the Licensee fails to pay any portion of the “Initial License Fee,” as defined in the Agreement.
Recent FOXO News
- Form 8-K - Current report • Edgar (US Regulatory) • 05/09/2024 03:04:21 PM
- FOXO Technologies Inc. Announces Receipt of Notice of Non-Compliance with NYSE Continued Listing Requirements • GlobeNewswire Inc. • 04/23/2024 09:00:00 PM
- FOXO Technologies Announces Non-Binding Agreement for Potentially Transformative Merger with M2i Global • GlobeNewswire Inc. • 02/14/2024 02:32:34 PM
- FOXO Technologies Announces Appointment of Capital Markets Veteran Francis Colt deWolf to the Board of Directors • Business Wire • 01/25/2024 10:00:00 PM
- FOXO Technologies Formalizes License Agreement with KR8.ai to Power New Epigenetic Wellness Solutions • Business Wire • 01/22/2024 01:30:00 PM
- FOXO Technologies Inc. Announces Receipt of Notice of Non-Compliance with NYSE Continued Listing Requirements • Business Wire • 12/19/2023 01:30:00 PM
- FOXO Technologies On Track to Commence Commercial Rollout of VITHAR™ AI Health Coach in Early 2024 • Business Wire • 12/01/2023 02:01:00 PM
- FOXO Technologies Receives Notice from NYSE American Regarding Late Filing of Quarterly Report on Form 10-Q • Business Wire • 11/29/2023 09:30:00 PM
- FOXO Technologies Provides Reminder for Webinar to be Held Today, November 10th at 10 AM Eastern Time, to Unveil VITHAR™ AI Health Coach • Business Wire • 11/10/2023 01:30:00 PM
- FOXO Technologies to Unveil VITHAR™ AI Health Coach; Schedules Webinar for Friday, November 10th at 10 AM Eastern Time • Business Wire • 11/08/2023 02:00:00 PM
- FOXO Technologies Expects Class A Common Stock to Resume Trading, Today, November 7, in Connection with 1-for-10 Reverse Stock Split • Business Wire • 11/07/2023 02:23:00 PM
- FOXO Technologies Unveils Plans for New Direct-to Consumer Offering Combining the Company’s Epigenetic Data with the Power of AI • Business Wire • 10/30/2023 12:30:00 PM
- FOXO Technologies Inc. Announces Reverse Stock Split • Business Wire • 10/27/2023 09:15:00 PM
- FOXO Technologies Completes Strategic Alternatives Review and Outlines Latest Progress Executing Corporate Strategy • Business Wire • 10/23/2023 12:00:00 PM
- FOXO Technologies Announces Issue Notification from USPTO for a Patent Leveraging Machine Learning Approaches to Enable the Commercialization of Epigenetic Biomarkers • Business Wire • 10/13/2023 12:00:00 PM
- FOXO Technologies™ Interim CEO Mark White Provides Letter to Shareholders Outlining New AI-Enabled Direct-to-Consumer Strategy and Immediate Expense Reductions • Business Wire • 10/06/2023 12:30:00 PM
- FOXO Technologies Announces Agreement With Atrio Insurance • Business Wire • 09/06/2023 12:30:00 PM
- FOXO Technologies Inc. Announces NYSE American Acceptance of Compliance Plan • Business Wire • 08/31/2023 12:30:00 PM
- FOXO Technologies Inc. Announces Receipt of Second Notice of Non-Compliance from NYSE American • Business Wire • 08/18/2023 08:15:00 PM
- FOXO Technologies™ Collaborates with DataRobot to Pave the Way for AI-Driven Epigenetic Biomarker Research in Human Longevity • Business Wire • 08/17/2023 12:30:00 PM
- Form SC 13G - Statement of acquisition of beneficial ownership by individuals • Edgar (US Regulatory) • 08/11/2023 02:53:16 PM
- Form 10-Q - Quarterly report [Sections 13 or 15(d)] • Edgar (US Regulatory) • 08/10/2023 09:19:12 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 08/10/2023 08:05:52 PM
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