<PAGE>

                                                                    EXHIBIT 10.3

   Confidential Treatment Requested.  *** indicates material has been omitted
   pursuant to a Confidential Treatment Request filed with the Securities and
   Exchange Commission. A complete copy of this agreement has been filed
   separately with the Securities and Exchange Commission.

                     PATENT AND TECHNOLOGY LICENSE AGREEMENT

      This twenty-three (23) page AGREEMENT ("AGREEMENT") is made on this 1st
day of September, 2003, by and between THE BOARD OF REGENTS ("BOARD") of THE
UNIVERSITY OF TEXAS SYSTEM ("SYSTEM"), an agency of the State of Texas, whose
address is 201 West 7th Street, Austin, Texas 78701, on behalf of THE UNIVERSITY
OF TEXAS M. D. ANDERSON CANCER CENTER ("UTMDACC"), a component institution of
SYSTEM, and Advanced Biochem, Inc. (dba ProteEx), a corporation organized under
the laws of Nevada and having a principal place of business at 4800 Research
Forest Drive, The Woodlands, Texas 77381. ("LICENSEE").

                                TABLE OF CONTENTS

RECITALS                                                  Page 2
I. EFFECTIVE DATE                                         Page 2
II. DEFINITIONS                                           Page 2
III. LICENSE                                              Page 4
IV. CONSIDERATION, PAYMENTS AND REPORTS                   Page 6
V. SPONSORED RESEARCH                                     Page 12
VI. PATENTS AND INVENTIONS                                Page 12
VII. INFRINGEMENT BY THIRD PARTIES                        Page 12
VIII. PATENT MARKING                                      Page 13
IX. INDEMNIFICATION                                       Page 13
X. USE OF BOARD AND UTMDACC'S NAME                        Page 14
XI. CONFIDENTIAL INFORMATION AND PUBLICATION              Page 14
XII. ASSIGNMENT                                           Page 16
XIII. TERM AND TERMINATION                                Page 16
XIV. WARRANTY: SUPERIOR-RIGHTS                            Page 18

                                       1
<PAGE>

                                                                    EXHIBIT 10.3

XV. GENERAL                                               Page 20
SIGNATURES                                                Page 22

                                    RECITALS

A.    BOARD owns certain PATENT RIGHTS and TECHNOLOGY RIGHTS related to LICENSED
      SUBJECT MATTER developed at UTMDACC.

B.    BOARD, through UTMDACC, desires to have the LICENSED SUBJECT MATTER
      developed in the LICENSED FIELD and used for the benefit of LICENSEE,
      BOARD, SYSTEM, UTMDACC, the inventor(s), and the public as outlined in
      BOARD's Intellectual Property Policy.

C.    LICENSEE wishes to obtain a license from BOARD to practice LICENSED
      SUBJECT MATTER.

      NOW, THEREFORE, in consideration of the mutual covenants and promises
      herein contained, the parties agree as follows:

                                I. EFFECTIVE DATE

1.1   This AGREEMENT is effective as of the date written above ("EFFECTIVE
      DATE").

                                II. DEFINITIONS

      As used in this AGREEMENT, the following terms have the meanings
      indicated:

2.1   AFFILIATE means any business entity more than fifty percent (50%) owned by
      LICENSEE, any business entity which owns more than fifty percent (50%) of
      LICENSEE, or any business entity that is more than fifty percent (50%)
      owned by a business entity that owns more than fifty percent (50%) of
      LICENSEE.

2.2   DERIVED PRODUCT means any service or product, whether or not a LICENSED
      PRODUCT, that utilizes or is based on biological markers, proteins or
      other proteomic information (including, but not limited to, protein
      fractions, protein patterns and protein

                                       2
<PAGE>

                                                                    EXHIBIT 10.3

      profiles) identified, discovered, analyzed, developed or otherwise derived
      or made possible using LICENSED SUBJECT MATTER, PATENT RIGHTS and/or
      TECHNOLOGY RIGHTS

2.3   LICENSED FIELD means all fields of use.

2.4   LICENSED PRODUCTS means any product or service sold by LICENSEE comprising
      LICENSED SUBJECT MATTER pursuant to this AGREEMENT.

2.5   LICENSED SUBJECT MATTER means inventions and discoveries covered by PATENT
      RIGHTS or TECHNOLOGY RIGHTS within LICENSED FIELD.

2.6   LICENSED TERRITORY means the entire world.

2.7   NET SALES means the gross revenues received by LICENSEE or its sublicensee
      from a SALE less sales discounts actually granted, sales and/or use taxes
      actually paid, import and/or export duties actually paid, outbound
      transportation actually prepaid or allowed, and amounts actually allowed
      or credited due to returns (not exceeding the original billing or invoice
      amount)("DEDUCTIONS"). NET SALES shall also include the gross revenues
      less DEDUCTIONS received by LICENSEE or any sublicensee for any DERIVED
      PRODUCTS. All gross revenues and DEDUCTIONS shall be recorded by LICENSEE
      in LICENSEE's official books and records in accordance with generally
      accepted accounting practices and consistent with LICENSEE's published
      financial statements and/or regulatory filings with the United States
      Securities and Exchange Commission.

2.8   PATENT RIGHTS means BOARD's rights in information or discoveries claimed
      in the patents, and/or patent applications and any letters patent that
      issue thereon, whether domestic or foreign, listed on Exhibit I attached
      hereto.

                                       3
<PAGE>

                                                                    EXHIBIT 10.3

      (a)   `512 PATENT RIGHTS means BOARD'S rights in information or
            discoveries claimed in U.S. Patent Application No. 10/301,512 and
            any letters patent that issue thereon.

      (b)   `027 PATENT RIGHTS means BOARD's rights in information or
            discoveries claimed in U.S. Patent Application No. 10/236,027 and
            any letters patent that issue thereon.

2.9   SALE OR SOLD means the transfer or disposition of a LICENSED PRODUCT for
      value to a party other than LICENSEE or AFFILIATE.

2.10  TECHNOLOGY RIGHTS means BOARD's rights in any technical information,
      know-how, processes, procedures, compositions, devices, methods, formulae,
      protocols, techniques, software, designs, drawings or data created by the
      inventor(s) listed in Exhibit I at UTMDACC before the EFFECTIVE DATE,
      which are not claimed in PATENT RIGHTS but that are necessary for
      practicing PATENT RIGHTS.

                                  III. LICENSE

3.1   BOARD, through UTMDACC, hereby grants to LICENSEE a royalty-bearing,
      exclusive license under LICENSED SUBJECT MATTER to manufacture, have
      manufactured, use, import, offer to sell and/or sell LICENSED PRODUCTS
      covered by the `512 PATENT RIGHTS within LICENSED TERRITORY for use within
      LICENSED FIELD. BOARD, through UTMDACC, hereby grants to LICENSEE a
      royalty-bearing, non-exclusive license under LICENSED SUBJECT MATTER to
      manufacture, have manufactured, use, import, offer to sell and/or sell
      LICENSED PRODUCTS covered by the `027 PATENT RIGHTS within LICENSED
      TERRITORY for use within LICENSED FIELD. To the extent a LICENSED PRODUCT
      is covered by both the `512 PATENT RIGHTS and the

                                       4
<PAGE>

                                                                    EXHIBIT 10.3

      `027 PATENT RIGHTS, the license granted hereunder shall be non-exclusive.
      The foregoing grants are subject to Sections 14.2 and 14.3 hereinbelow,
      the payment by LICENSEE to UTMDACC of all consideration as provided
      herein, the timely payment of all amounts due under any related sponsored
      research agreement between UTMDACC and LICENSEE in effect during this
      AGREEMENT, and is further subject to the following rights retained by
      BOARD and UTMDACC to:

      (a)   Publish the general scientific findings from research related to
            LICENSED SUBJECT MATTER, subject to the terms of Article XI -
            Confidential Information and Publication; and

      (b)   Use LICENSED SUBJECT MATTER relating to the `512 PATENT RIGHTS for
            research, teaching, patient care, and other educationally-related
            purposes. Nothing herein shall be construed as in any way limiting
            UTMDACC's rights under `027 PATENT RIGHTS, including, but not
            limited to, the right to use LICENSED SUBJECT MATTER relating to the
            `027 PATENT RIGHTS for any purpose whatsoever.

3.2   LICENSEE may extend the license granted herein to any AFFILIATE provided
      that the AFFILIATE consents in writing to be bound by this AGREEMENT to
      the same extent as LICENSEE. LICENSEE agrees to deliver such contract to
      UTMDACC within thirty (30) calendar days following execution thereof.

3.3   LICENSEE may grant sublicenses under LICENSED SUBJECT MATTER for any
      lawful purpose except that LICENSEE may not grant sublicenses to any
      entity for the identification of biological markers. Sublicenses may be
      granted consistent with the terms of this AGREEMENT provided that LICENSEE
      is responsible for its sublicensees

                                       5
<PAGE>

                                                                    EXHIBIT 10.3

      relevant to this AGREEMENT, and for diligently collecting all amounts due
      LICENSEE or UTMDACC from sublicensees. If a sublicensee pursuant hereto
      becomes bankrupt, insolvent or is placed in the hands of a receiver or
      trustee, LICENSEE, to the extent allowed under applicable law and in a
      timely manner, agrees to use its best reasonable efforts to collect all
      consideration owed to LICENSEE and to have the sublicense agreement
      confirmed or rejected by a court of proper jurisdiction.

3.4   LICENSEE must deliver to UTMDACC a true and correct copy of each
      sublicense granted by LICENSEE, and any modification or termination
      thereof, within thirty (30) calendar days after execution, modification,
      or termination.

3.5   If this AGREEMENT is terminated pursuant to Article XIII - Term and
      Termination, BOARD and UTMDACC agree to accept as successors to LICENSEE,
      existing sublicensees in good standing at the date of termination provided
      that each such sublicensee consents in writing to be bound by all of the
      terms and conditions of this AGREEMENT.

                     IV. CONSIDERATION, PAYMENTS AND REPORTS

4.1   In consideration of rights granted by BOARD to LICENSEE under this
      AGREEMENT, LICENSEE agrees to pay UTMDACC each of the following:

      (a)   All out-of-pocket expenses incurred by UTMDACC in filing,
            prosecuting, enforcing and maintaining `512 PATENT RIGHTS, and all
            such future expenses incurred by UTMDACC, for so long as, and in
            such countries as this AGREEMENT remains in effect. UTMDACC will
            invoice LICENSEE within thirty (30) calendar days of the EFFECTIVE
            DATE for expenses incurred as of that time and on a quarterly basis
            thereafter. The invoiced amount for expenses

                                       6
<PAGE>

                                                                    EXHIBIT 10.3

            incurred prior to the EFFECTIVE DATE will be due and payable by
            LICENSEE within ninety (90) calendar days of invoice. The invoiced
            amounts for expenses incurred after the EFFECTIVE DATE will be due
            within thirty (30) calendar days of invoice; and

      (b)   A non-refundable fee of $*** for ***. UTMDACC will invoice LICENSEE
            within thirty (30) calendar days of the EFFECTIVE DATE and payment
            is due to UTMDACC within ninety (90) days of the EFFECTIVE DATE; and

      (c)   A nonrefundable license documentation fee in the amount of $***,
            payable in two payments of $***. This fee will not reduce the amount
            of any other payments provided for in this ARTICLE IV. UTMDACC will
            invoice LICENSEE for the first payment of $*** after the AGREEMENT
            is fully executed by all parties. Said first payment shall be due
            and payable within ninety (90) days of the EFFECTIVE DATE. The
            second payment of $*** shall be due and payable to UTMDACC on
            ***;and

      (d)   A nonrefundable annual license maintenance fee of $***. This
            maintenance fee is due to UTMDACC beginning on the first anniversary
            of the EFFECTIVE DATE and annually thereafter until ***. This fee
            will not reduce any other payment provided for in this ARTICLE IV;
            and

      (e)   A running royalty equal to ***. LICENSEE shall be responsible for
            diligently collecting and paying UTMDACC any royalties due for any
            sublicensee's NET SALES; and

      (f)   Minimum annual royalties of $***; and

                                       7
<PAGE>

                                                                    EXHIBIT 10.3

      (g)   A $*** milestone payment upon ***. A first payment of $*** shall be
            due and payable *** and a second payment of $*** shall be due and
            payable ***; and

      (h)   An adjusted share of TOTAL SUBLICENSEE CONSIDERATION as defined
            below, wherein the adjusted share shall be calculated by taking ***
            percent (***%) of the TOTAL SUBLICENSEE CONSIDERATION and
            multiplying the result by a fraction comprising the greater of (1)
            *** or (2) ***, divided by ***, e.g., as follows:

                                       8
<PAGE>

                                                                    EXHIBIT 10.3

                                                          ***
   Adjusted                        TOTAL           ____________________
    share   =   ***   X         SUBLICENSEE    X
                               CONSIDERATION              ***

      As used in this Section, TOTAL SUBLICENSEE CONSIDERATION means all
      consideration, other than research and development money and NET SALES,
      received by LICENSEE, from either (i) any sublicensee pursuant to Sections
      3.3 and 3.4, or (ii) any assignee pursuant to Section 12.1, including, but
      not limited to, minimum royalties, up-front payments, bonuses, milestones,
      marketing fees, distribution fees, franchise fees, option fees, license
      fees, documentation fees, and equity securities.

4.2   Unless otherwise provided, all such payments are payable within thirty
      (30) calendar days after March 31, June 30, September 30, and December 31
      of each year during the term of this AGREEMENT, at which time LICENSEE
      will also deliver to UTMDACC a true and accurate report, giving such
      particulars of the business conducted by LICENSEE and its sublicensees, if
      any exist, during the preceding three calendar months under this AGREEMENT
      as necessary for UTMDACC to account for LICENSEE's payments hereunder.
      This report will include pertinent data, including, but not limited to:

      (a) the accounting methodologies used to account for and calculate the
          items included in the report and any differences in such accounting
          methodologies used by LICENSEE since the previous report; and

                                        9
<PAGE>

                                                                    EXHIBIT 10.3

      (b)   a list of LICENSED PRODUCTS produced for the three (3) preceding
            calendar months categorized by the technology it relates to under
            PATENT RIGHTS (including a breakdown of whether the it is covered by
            the `512 PATENT RIGHTS, the `027 PATENT RIGHTS, or both); and

      (c)   the total quantities of LICENSED PRODUCTS produced by the category
            listed in Section 4.2(b); and

      (d)   the total SALES by the category listed in Section 4.2(b); and

      (e)   the calculation of NET SALES by the category listed in Section
            4.2(b); and

      (f)   the royalties so computed and due UTMDACC by the category listed in
            Section 4.2(b) and/or minimum royalties; and

      (g)   all consideration received by each sublicensee or assignee and
            payments due UTMDACC; and

      (h)   all other amounts due UTMDACC herein.

      Simultaneously with the delivery of each such report, LICENSEE agrees to
      pay UTMDACC the amount due, if any, for the period of such report. These
      reports are required even if no payments are due.

4.3   During the term of this AGREEMENT and for one year thereafter, LICENSEE
      agrees to keep complete and accurate records of its and its sublicensees'
      SALES and NET SALES in sufficient detail to enable the royalties and other
      payments due hereunder to be determined. LICENSEE agrees to permit UTMDACC
      or its representatives, at UTMDACC's expense, to periodically examine
      LICENSEE's books, ledgers, and records during regular business hours for
      the purpose of and to the extent necessary to verify any report required
      under this AGREEMENT. If any amounts due UTMDACC are

                                       10
<PAGE>

                                                                    EXHIBIT 10.3

      determined to have been underpaid in an amount equal to or greater than
      five percent (5%) of the total amount due during the period so examined,
      then LICENSEE will pay the cost of the examination plus accrued interest
      at the highest allowable rate.

4.4   Within thirty (30) calendar days following each anniversary of the
      EFFECTIVE DATE, LICENSEE will deliver to UTMDACC a written progress report
      as to LICENSEE's (and any sublicensee's) efforts and accomplishments
      during the preceding year in diligently commercializing LICENSED SUBJECT
      MATTER in the LICENSED TERRITORY and LICENSEE's (and sublicensees')
      commercialization plans for the upcoming year.

4.5   All amounts payable hereunder by LICENSEE will be paid in United States
      funds without deductions for taxes, assessments, fees, or charges of any
      kind. Checks are to be made payable to The University of Texas M. D.
      Anderson Cancer Center, and sent by United States mail to Box 297402,
      Houston, Texas 77297, Attention: Manager, Sponsored Programs or by wire
      transfer to:

      BANK ONE TEXAS
      910 TRAVIS
      HOUSTON, TEXAS 77002
      SWIFT: BONEUS44HOU

      ABA ROUTING NO: 111000614
      ACCOUNT NAME:   UNIV. OF TEXAS M. D. ANDERSON CANCER CENTER
      ACCOUNT NO:     1586838979
      REFERENCE:      include title and EFFECTIVE DATE of AGREEMENT and type
      of payment (e.g., license documentation fee, milestone payment, royalty
      [including applicable patent/application identified by MDA reference
      number and patent number or application serial number], or maintenance
      fee, etc.).

4.6   No payments due or royalty rates owed under this AGREEMENT will be reduced
      as the result of co-ownership of LICENSED SUBJECT MATTER by BOARD and
      another party, including, but not limited to, LICENSEE.

                                       11
<PAGE>

                                                                    EXHIBIT 10.3

                              V. SPONSORED RESEARCH

5.1   If LICENSEE desires to sponsor research for or related to the LICENSED
      SUBJECT MATTER, and particularly where LICENSEE receives payments for
      sponsored research pursuant to a sublicense under this AGREEMENT, LICENSEE
      (a) will notify UTMDACC in writing of all opportunities to conduct this
      sponsored research (including clinical trials, if applicable), (b) solicit
      research and/or clinical proposals from UTMDACC for this purpose, and (c)
      will give good faith consideration to funding the proposals at UTMDACC.

                           VI. PATENTS AND INVENTIONS

6.1   All decisions regarding prosecution, maintenance and enforcement of PATENT
      RIGHTS shall be within the sole discretion of UTMDACC.

                       VII. INFRINGEMENT BY THIRD PARTIES

7.1   LICENSEE, at its expense, must enforce any patent exclusively licensed
      hereunder against infringement by third parties and is entitled to retain
      recovery from such enforcement. After reimbursement of LICENSEE's
      reasonable legal costs and expenses related to such recovery, LICENSEE
      agrees to pay UTMDACC either: (a) the royalty detailed in Section 4.1(d)
      for any monetary recovery that is for sales of LICENSED PRODUCTS lost due
      to the infringement and related punitive damages; or (b) *** in any
      recovery in which the award is for reasonable royalties. LICENSEE must
      notify UTMDACC in writing of any potential infringement within thirty (30)
      calendar days of knowledge thereof. If LICENSEE does not file suit against
      a substantial infringer within six (6) months of knowledge thereof, then
      BOARD or UTMDACC may, at its sole discretion, enforce any patent licensed
      hereunder on behalf of itself and LICENSEE, with

                                       12
<PAGE>

                                                                    EXHIBIT 10.3

      UTMDACC retaining all recoveries from such enforcement, and/or reduce the
      license granted hereunder to non-exclusive.

7.2   In any suit or dispute involving an infringer of any PATENT RIGHTS, the
      parties agree to cooperate fully with each other. At the request and
      expense of the party bringing suit, the other party will permit access
      during regular business hours, to all relevant personnel, records, papers,
      information, samples, specimens, and the like in its possession.

                              VIII. PATENT MARKING

8.1   LICENSEE agrees that all packaging containing individual LICENSED
      PRODUCT(S), documentation therefor, and when possible for actual LICENSED
      PRODUCT(S) SOLD by LICENSEE, AFFILIATES, and/or sublicensees of LICENSEE
      will be permanently and legibly marked with the number of any applicable
      patent(s) licensed hereunder in accordance with each country's patent
      laws, including Title 35, United States Code.

                               IX. INDEMNIFICATION

9.1   LICENSEE agrees to hold harmless and indemnify BOARD, SYSTEM, UTMDACC, its
      Regents, officers, employees, students, and agents from and against any
      claims, demands, or causes of action whatsoever, costs of suit and
      reasonable attorney's fees, including without limitation, those costs
      arising on account of any injury or death of persons or damage to property
      caused by, or arising out of, or resulting from, the exercise or practice
      of the rights granted hereunder by LICENSEE, its officers, its AFFILIATES
      or their officers, employees, agents or representatives.

                       X. USE OF BOARD AND UTMDACC'S NAME

10.1  LICENSEE will not use the name of (or the name of any employee of)
      UTMDACC, SYSTEM or BOARD in any advertising, promotional or sales
      literature, on its Web site,

                                       13
<PAGE>

                                                                    EXHIBIT 10.3

      or for the purpose of raising capital without the advance express written
      consent of BOARD secured through:

      M. D. Anderson Services Corporation
      7505 S. Main, Suite 500, Unit 0525
      Houston, TX 77030
      ATTENTION: Natalie Wright
      Email: nwright@mdanderson.org

      Notwithstanding the above, LICENSEE may use the name of (or name of
      employee of) UTMDACC, SYSTEM or BOARD in routine business correspondence,
      or as needed in appropriate regulatory submissions without express written
      consent.

                  XI. CONFIDENTIAL INFORMATION AND PUBLICATION

11.1  UTMDACC and LICENSEE each agree that all information contained in
      documents marked "confidential" and forwarded to one by the other (i) are
      to be received in strict confidence, (ii) used only for the purposes of
      this AGREEMENT, and (iii) not disclosed by the recipient party (except as
      required by law or court order), its agents or employees without the prior
      written consent of the other party, except to the extent that the
      recipient party can establish competent written proof that such
      information:

      (a)   was in the public domain at the time of disclosure; or

      (b)   later became part of the public domain through no act or omission of
            the recipient party, its employees, agents, successors or assigns;
            or

      (c)   was lawfully disclosed to the recipient party by a third party
            having the right to disclose it; or

      (d)   was already known by the recipient party at the time of disclosure;
            or

      (e)   was independently developed by the recipient without use of the
            other party's confidential information; or

                                       14
<PAGE>

                                                                    EXHIBIT 10.3

      (f)   is required by law or regulation to be disclosed.

11.2  Each party's obligation of confidence hereunder will be fulfilled by using
      at least the same degree of care with the other party's confidential
      information as it uses to protect its own confidential information, but
      always at least a reasonable degree of care. This obligation will exist
      while this AGREEMENT is in force and for a period of three (3) years
      thereafter.

11.3  UTMDACC reserves the right to publish the general scientific findings from
      research related to LICENSED SUBJECT MATTER, with due regard to the
      protection of LICENSEE's confidential information. UTMDACC will submit the
      manuscript of any proposed publication to LICENSEE at least thirty (30)
      calendar days before publication, and LICENSEE shall have the right to
      review and comment upon the publication in order to protect LICENSEE's
      confidential information. Upon LICENSEE's request, publication may be
      delayed up to sixty (60) additional calendar days to enable LICENSEE to
      secure adequate intellectual property protection of LICENSEE's
      confidential information that would otherwise be affected by the
      publication.

                                 XII. ASSIGNMENT

12.1  Except in connection with the sale of all of LICENSEE's assets to a third
      party, this AGREEMENT may not be assigned by LICENSEE without the prior
      written consent of UTMDACC, which will not be unreasonably withheld.

                           XIII. TERM AND TERMINATION

13.1  Subject to Sections 13.3, 13.4 hereinbelow, the term of this AGREEMENT is
      from the EFFECTIVE DATE to the full end of the term or terms for which
      PATENT RIGHTS

                                       15
<PAGE>

                                                                    EXHIBIT 10.3

      have not expired, or if only TECHNOLOGY RIGHTS are licensed and no PATENT
      RIGHTS are applicable, for a term of fifteen (15) years.

13.2  Any time after one (1) year from the EFFECTIVE DATE, BOARD or UTMDACC have
      the right to terminate this license in any national political jurisdiction
      within the LICENSED TERRITORY if LICENSEE, within ninety (90) calendar
      days after receiving written notice from UTMDACC of the intended
      termination, fails to provide written evidence satisfactory to UTMDACC
      that LICENSEE or its sublicensee(s) has commercialized or is actively and
      effectively attempting to commercialize a licensed invention in such
      jurisdiction(s). The following definitions apply to Section 13.2: (a)
      "commercialize" means having SALES in such jurisdiction; (b) "active
      attempts to commercialize" means having an effective, ongoing and active
      research, development, manufacturing, marketing or sales program as
      appropriate, directed toward obtaining regulatory approval, and/or
      production and/or SALES in any jurisdiction, and has provided plans
      acceptable to UTMDACC, in its sole discretion, to commercialize licensed
      inventions in the jurisdiction(s) that UTMDACC intends to terminate.

13.3  Subject to any rights herein which survive termination, this AGREEMENT
      will earlier terminate in its entirety:

      (a)   automatically, if LICENSEE becomes bankrupt or insolvent and/or if
            the business of LICENSEE shall be placed in the hands of a receiver,
            assignee, or trustee, whether by voluntary act of LICENSEE or
            otherwise; or

      (b)   upon thirty (30) calendar days written notice from UTMDACC, if
            LICENSEE breaches or defaults on the payment or report obligations
            of ARTICLE IV, or use of name obligations of ARTICLE X, unless,
            before the end of the such thirty (30)-

                                       16
<PAGE>

                                                                    EXHIBIT 10.3

            calendar day notice period, LICENSEE has cured the default or breach
            to UTMDACC's satisfaction, and so notifies UTMDACC, stating the
            manner of the cure; or

      (c)   upon ninety (90) calendar days written notice from UTMDACC if
            LICENSEE breaches or defaults on any other obligation under this
            AGREEMENT, unless, before the end of the such ninety (90)
            calendar-day notice period, LICENSEE has cured the default or breach
            to UTMDACC's satisfaction and so notifies UTMDACC, stating the
            manner of the cure; or

      (d)   at any time by mutual written agreement between LICENSEE, UTMDACC or
            BOARD, upon one hundred eighty (180) calendar days written notice to
            all parties and subject to any terms herein which survive
            termination; or

      (e)   if Section 13.2 is invoked; or

      (f)   if LICENSEE has defaulted or been late on its payment obligations
            pursuant to the terms of this AGREEMENT on any two (2) occasions in
            a twelve (12) month period.

13.4  Upon termination of this AGREEMENT:

      (a)   nothing herein will be construed to release either party of any
            obligation maturing prior to the effective date of the termination;
            and

      (b)   LICENSEE covenants and agrees to be bound by the provisions of
            Articles IX (Indemnification), X (Use of Board and UTMDACC's Name)
            and XI (Confidential Information and Publication) of this AGREEMENT;
            and

      (c)   LICENSEE may, after the effective date of the termination, sell all
            LICENSED PRODUCTS and parts therefor that it has on hand at the date
            of termination, if

                                       17
<PAGE>

                                                                    EXHIBIT 10.3

            LICENSEE pays the earned royalty thereon and any other amounts due
            pursuant to Article IV of this AGREEMENT; and

      (d)   LICENSEE grants to BOARD and UTMDACC a nonexclusive royalty bearing
            license with the right to sublicense others with respect to
            improvements made by LICENSEE in the LICENSED SUBJECT MATTER.
            LICENSEE and UTMDACC agree to negotiate in good faith the royalty
            rate for the nonexclusive license. BOARD's and UTMDACC's right to
            sublicense others hereunder is solely for the purpose of permitting
            others to develop and commercialize the entire technology package.

                         XIV. WARRANTY: SUPERIOR-RIGHTS

14.1  Except for the rights, if any, of the Government of the United States of
      America as set forth below, BOARD represents and warrants its belief that
      (a) it is the owner of the entire right, title, and interest in and to
      LICENSED SUBJECT MATTER, (b) it has the sole right to grant licenses
      thereunder, and (c) it has not knowingly granted licenses thereunder to
      any other entity that would restrict rights granted hereunder except as
      stated herein.

14.2  LICENSEE understands that the LICENSED SUBJECT MATTER may have been
      developed under a funding agreement with the Government of the United
      States of America and, if so, that the Government may have certain rights
      relative thereto. This AGREEMENT is explicitly made subject to the
      Government's rights under any such agreement and any applicable law or
      regulation, including P.L. 96-517 as amended by P.L. 98-620. To the extent
      that there is a conflict between any such agreement,

                                       18
<PAGE>

                                                                    EXHIBIT 10.3

      applicable law or regulation and this AGREEMENT, the terms of such
      Government agreement, applicable law or regulation shall prevail.

14.3  LICENSEE understands and agrees that BOARD and UTMDACC, by this AGREEMENT,
      make no representation as to the operability or fitness for any use,
      safety, efficacy, approvablity by regulatory authorities, time and cost of
      development, patentability, and/or breadth of the LICENSED SUBJECT MATTER.
      BOARD and UTMDACC, by this AGREEMENT, also make no representation as to
      whether any patent covered by PATENT RIGHTS is valid or as to whether
      there are any patents now held, or which will be held, by others or by
      BOARD or UTMDACC in the LICENSED FIELD, nor does BOARD and UTMDACC make
      any representation that the inventions contained in PATENT RIGHTS do not
      infringe any other patents now held or that will be held by others or by
      BOARD.

14.4  LICENSEE, by execution hereof, acknowledges, covenants and agrees that
      LICENSEE has not been induced in any way by BOARD, SYSTEM, UTMDACC or
      employees thereof to enter into this AGREEMENT, and further warrants and
      represents that (a) LICENSEE has conducted sufficient due diligence with
      respect to all items and issues pertaining to this AGREEMENT; and (b)
      LICENSEE has adequate knowledge and expertise, or has used knowledgeable
      and expert consultants, to adequately conduct such due diligence, and
      agrees to accept all risks inherent herein.

                                   XV. GENERAL

15.1  This AGREEMENT constitutes the entire and only agreement between the
      parties for LICENSED SUBJECT MATTER and all other prior negotiations,
      representations, agreements and understandings are superseded hereby. No
      agreements altering or

                                       19
<PAGE>

                                                                    EXHIBIT 10.3

      supplementing the terms hereof will be made except by a written document
      signed by both parties.

15.2  Any notice required by this AGREEMENT must be given by prepaid, first
      class, certified mail, return receipt requested, and addressed in the case
      of UTMDACC to:

      The University of Texas M. D. Anderson Cancer Center
      Office of Technology Commercialization
      7515 S. Main, Suite 490, Unit 0510
      Houston, Texas 77030
      ATTENTION: William J. Doty

      with copy to BOARD:

      BOARD OF REGENTS
      The University of Texas System
      201 West Seventh Street
      Austin, Texas 78701
      ATTENTION: Office of General Counsel

      or in the case of LICENSEE to:
      ProteEx
      4800 Research Forest Drive
      The Woodlands, Texas 77381
      ATTENTION: Joseph Skip Marks

      or other addresses as may be given from time to time under the terms of
      this notice provision.

15.3  LICENSEE must comply with all applicable federal, state and local laws and
      regulations in connection with its activities pursuant to this AGREEMENT.

15.4  LICENSEE covenants and agrees that it will not file any patent
      applications which claim priority, directly or indirectly, to any patent
      or patent application included in PATENT RIGHTS, without the advance
      express written consent of UTMDACC.

15.5  This AGREEMENT will be construed and enforced in accordance with the laws
      of the United States of America and of the State of Texas, without regard
      to its conflict of law

                                       20
<PAGE>

                                                                    EXHIBIT 10.3

      provisions. The Texas State Courts of Harris County, Texas (or, if there
      is exclusive federal jurisdiction, the United States District Court for
      the Southern District of Texas) shall have exclusive jurisdiction and
      venue over any dispute arising out of this AGREEMENT, and LICENSEE
      consents to the jurisdiction of such courts; however, nothing herein shall
      be deemed as a waiver by BOARD, SYSTEM or UTMDACC of its sovereign
      immunity.

15.6  Failure of BOARD or UTMDACC to enforce a right under this AGREEMENT will
      not act as a waiver of right or the ability to later assert that right
      relative to the particular situation involved.

15.7  Headings included herein are for convenience only and will not be used to
      construe this AGREEMENT.

15.8  If any part of this AGREEMENT is for any reason found to be unenforceable,
      all other parts nevertheless will remain enforceable.

                                       21
<PAGE>

                                                                    EXHIBIT 10.3

      IN WITNESS WHEREOF, the parties hereto have caused their duly authorized
representatives to execute this AGREEMENT.

BOARD OF REGENTS OF THE                   PROTEEX, INC.
UNIVERSITY OF TEXAS SYSTEM

By /s/ John Mendelsohn, M.D.              By /s/ Joseph Skip Marks
   ---------------------------------         -------------------------------
   John Mendelsohn, M.D.                     Joseph Skip Marks
   President                                 President
   The University of Texas
   M. D. Anderson Cancer Center
Date: 10/8/03                             Date: 9/15/03

THE UNIVERSITY OF TEXAS
M. D. ANDERSON CANCER CENTER

By /s/ Leon Leach
   ---------------------------------
   Leon Leach
   Executive Vice President
   The University of Texas
   M. D. Anderson Cancer Center
Date: 10/8/03

Approved as to Content:

By /s/ William J. Doty
   ---------------------------------
   William J. Doty
   Managing Director, Technology
   Commercialization
   M. D. Anderson Cancer Center
Date: 9/16/03

                                       22
<PAGE>

                                                                    EXHIBIT 10.3

                                    EXHIBIT I

MDA02-085 (UTSC:764) entitled "Methods and Compositions for Detection of Breast
Cancer".
Inventors: Herbert A. Fritsche and Henry M. Kuerer
Serial No.: 10/236,027
Filing Date: September 5, 2002

MDA03-098 (UTSC:828US) entitled Proteomic Methods for Diagnosis and Monitoring
of Breast Cancer". Inventors:  Herbert A. Fritsche, Henry M. Kuerer, Ira L.
Goldknopf and Helen R. Park.
Serial No.: 10/301,512
Filing Date: November 20, 2002

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