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Form 8-K for PATRIOT SCIENTIFIC CORP

17-Jul-2012

Entry into a Material Definitive Agreement, Financial Statements and Exhi


Item 1.01 Entry into a Material Definitive Agreement.

On July 11, 2012, Patriot Scientific Corporation (the "Company") entered into a Licensing Program Services Agreement (the "Program Agreement") among Phoenix Digital Solutions, LLC ("PDS"), Alliacense Limited, LLC ("Alliacense"), Technology Properties Limited, LLC ("TPL"), and the Company and an Agreement (the "TPL Agreement") between TPL and the Company.

Pursuant to the Program Agreement, PDS has engaged Alliacense to negotiate licenses of certain microprocessor science and design patents ("Patents") and to pursue claims against violators of the Patents, in each case, on behalf of PDS, TPL, and the Company. The Program Agreement continues through the useful life of the Patents, which is defined as the greater of the period of time when any of the Patents are no longer subject to legal protection or such Patents are reasonably perceived to have commercial value. Pursuant to the TPL Agreement, TPL and the Company agreed to certain allocations of obligations in connection with the engagement of Alliacense.

On July 17, 2012, the Company entered into an Agreement among Phoenix Digital Solutions, LLC, Alliacense Limited, LLC, Technology Properties Limited, LLC, and the Company whereby the Company agreed to certain additional allocations of obligations relating to the Program Agreement.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following material is filed as an exhibit to this Current Report on Form 8-K:

Exhibit

Number



10.7   Licensing Program Services Agreement effective July 11, 2012 among
       Phoenix Digital Solutions, LLC, Alliacense Limited, LLC, Technology
       Properties Limited, LLC, and the Company.*

10.8   Agreement effective July 11, 2012 between Technology Properties Limited,
       LLC and the Company.*

10.9   Agreement effective July 17, 2012 among Phoenix Digital Solutions, LLC,
       Alliacense Limited, LLC, Technology Properties Limited, LLC, and the
       Company.*

* The Company has requested confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. The confidential portions of this exhibit have been omitted and are marked accordingly. The confidential portions have been filed separately with the Securities and Exchange Commission.

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