Exhibit 10.14

AMENDMENT AND RESTATEMENT OF
THE LICENSE AGREEMENT BETWEEN
UNIVERSITY OF UTAH RESEARCH FOUNDATION
AND
TECHNISCAN, INC., SUCCESSOR-IN-INTEREST TO
DR. STEVEN A. JOHNSON
DATED AUGUST 28,1984

     THIS AMENDMENT AND RESTATEMENT, hereinafter referred to as “AGREEMENT,” of a certain License Agreement is made and is effective as of January 10, 2002, by and between the University of Utah Research Foundation, having a principal place of business at 615 Arapeen Dr., Suite 110, Salt Lake City, UT 84108, hereinafter referred to as “LICENSOR” and TECHNISCAN, INC., a Utah corporation, as successor in interest to STEVEN A. JOHNSON, having its principal place of business at 350 West 800 North, Suite 100, Salt Lake City, UT 84103, hereinafter referred to as “LICENSEE.”

W I T N E S S E T H:

     WHEREAS, LICENSOR and STEVEN A. JOHNSON have entered into a License Agreement dated August 28, 1984, in which TECHNISCAN, INC. is the successor-in-interest to STEVEN A. JOHNSON, and

     WHEREAS, LICENSOR AND LICENSEE would both like to amend and restate this License Agreement to better reflect the interests of LICENSOR and LICENSEE;

     WHEREAS, LICENSOR desires that the PATENT RIGHTS as defined in the Agreement be developed and utilized to the fullest extent so that its benefits can be enjoyed by the general public;

     WHEREAS, the PATENT RIGHTS were developed in the course of research sponsored in part by the U.S. Government, and as a consequence may be subject to overriding obligations of LICENSOR to the U.S. Government;

     NOW THEREFORE, for and in consideration of the covenants, conditions and undertakings hereinafter set forth, the parties hereby agree as follows:

     1. In consideration for this AGREEMENT and payment in full satisfaction of any and all royalties, fees or other charges due, owing or otherwise payable to LICENSOR by LICENSEE, now or in the future, LICENSEE shall issue to LICENSOR 357,143 shares of its voting common stock. This AGREEMENT shall be in full force and effect from the date of payment of said stock (hereinafter “EFFECTIVE DATE”).

     2. In acquiring said shares of stock LICENSOR acknowledges that it is a long standing shareholder of LICENSEE, that it is familiar with the history and business of LICENSEE, that it has had an opportunity to ask questions and receive answers from representatives of LICENSEE regarding the terms and conditions of this investment, including the opportunity to inspect LICENSEE’S organizational documents, books and records, that LICENSOR is experienced and knowledgeable in financial, investment and business matters and can bear the economic risk, including the total loss, of this investment, that it understands that said stock has not been and will not be registered under the Securities Act of 1933 but is being issued in reliance on exemptions for private offerings under said Act and applicable state laws, and that it is acquiring said stock for its own account, for investment purposes only, and not with a view to the resale or distribution of said stock. LICENSOR understands that there is no public market for said shares and that a public market may never develop. LICENSOR further understands that LICENSEE is under no obligation to register said shares on its behalf or to assist LICENSOR in complying with any exemption from registration under Federal or state securities laws.

     3. The parties agree that this AGREEMENT amends and restates in its entirety the License Agreement dated August 28, 1984, and that this AGREEMENT shall now govern the relationship between LICENSOR and LICENSEE, as follows:

AMENDED AND RESTATED LICENSE AGREEMENT

     THIS AGREEMENT is entered into as of the 10 ^th day of January 2002 by and between the UNIVERSITY OF UTAH RESEARCH FOUNDATION, a Utah non-profit corporation, having its principal place of business at 615 Arapeen Drive, Suite 110, Salt Lake City, UT 84108, hereinafter referred to as “LICENSOR,” and TECHNISCAN, INC., having its principal place of business at 350 West 800 North, Suite 100, Salt Lake City, UT 84103, hereinafter referred to as “LICENSEE.”

ARTICLE 1. DEFINITIONS

      Section 1.1 “PATENT RIGHTS” shall mean all of the intellectual property included in EXHIBIT “A,” together with (a) all pending applications, reissues, renewals, divisions, continuations or extensions thereof, regardless of whether applied for or issued by the United States Patent Office, or any successor thereto, or applied for or issued by any foreign government or any agency or instrumentality thereof having competent jurisdiction and (b) all discoveries, ideas, know-how or substantive improvements of or enhancements to processes, procedures, technology and/or devices used in connection with or related to such intellectual property, developed by LICENSEE, regardless of whether they are patentable or not.

      Section 1.2 “LICENSED PRODUCT” means any product, apparatus, kit or component part thereof, or any other subject matter, the manufacture, use or sale of which is covered by any claim or claims included within PATENT RIGHTS.

      Section 1.3 “LICENSED METHOD” means any method, procedure, process or other subject matter, the use or practice of which is covered by any claim or claims included within PATENT RIGHTS.

      Section 1.4 “AFFILIATE” of LICENSEE means any entity in which LICENSEE has a direct or indirect ownership interest exceeding twenty percent (20%) or any entity which directly or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with LICENSEE. By “control” is meant in excess of fifty percent (50%) voting equity ownership.

ARTICLE 2. LICENSE GRANT

      Section 2.1 Subject to the terms and conditions set forth herein, LICENSOR he