Collaborative Research And License Agreement Sample Contracts

Dicerna Pharmaceuticals Inc – Contract Number: [***] COLLABORATIVE RESEARCH AND LICENSE AGREEMENT Between Boehringer Ingelheim International GmbH Binger Strasse 173, 55216 Ingelheim Am Rhein, Germany (BOEHRINGER) VAT-ID-No.: DE [***] and Dicerna Pharmaceuticals Inc. Cambridge, MA 02140 USA (DICERNA) Each Also Hereinafter Referred to as Party or Collectively as Parties (March 8th, 2018)

WHEREAS BOEHRINGER is a research-based pharmaceutical company and is interested in a research program related to DICERNAs proprietary GalXC technology which enables precise silencing of disease-driving genes in the liver, specifically targeting the hepatocyte.

Benitec Biopharma LTD/ADR – **** Indicates Confidential Material Omitted Pursuant to a Request for Confidential Treatment and Filed With the Securities and Exchange Commission Separately With a Request for Confidential Treatment. Collaborative Research and License Agreement (July 27th, 2015)

This COLLABORATIVE RESEARCH and LICENSE AGREEMENT (this Agreement) is entered into as of November 11, 2014 (the Effective Date) between Benitec Biopharma Limited, an Australian company (Benitec), and 4D Molecular Therapeutics, LLC, a Delaware limited liability company (4D Molecular or 4D). Each of Benitec and 4D Molecular shall be a Party or collectively, the Parties.

Novacea – COLLABORATIVE RESEARCH AND LICENSE AGREEMENT Between WARNER CHILCOTT COMPANY, INC. And PARATEK PHARMACEUTICALS, INC. July 2, 2007 (April 2nd, 2015)

This Collaborative Research and License Agreement (this Agreement) is made and entered into as of July 2, 2007 (the Effective Date) between Paratek Pharmaceuticals, Inc., a Delaware corporation with offices at 75 Kneeland Street, Boston, MA 02111 (Paratek), and Warner Chilcott Company, Inc., a corporation organized and existing under the laws of Puerto Rico with offices at Union Street, Road 195 Km 1.1, Fajardo, PR 00738 (WCCI). Each of WCCI and Paratek is sometimes referred to individually herein as a Party and WCCI and Paratek are sometimes collectively referred to herein as the Parties.

Xenon Pharmaceuticals Inc. – XENON PHARMACEUTICALS INC. And GENENTECH, INC. And F. HOFFMANN-LA ROCHE LTD COLLABORATIVE RESEARCH AND LICENSE AGREEMENT DECEMBER 22, 2011 (October 6th, 2014)

[] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE COMMISSION

Targacept – Amendment No. 5 to Collaborative Research and License Agreement (May 8th, 2013)

This Amendment No. 5 to Collaborative Research and License Agreement (this Amendment), effective as of the date of signature of the last Party to sign below, amends the Collaborative Research and License Agreement entered into as of December 27, 2005 by and between AstraZeneca AB, a company limited by shares organized and existing under the laws of Sweden (AstraZeneca), and Targacept, Inc., a Delaware (USA) corporation (Targacept), as amended by Amendment No. 1 dated November 10, 2006, Amendment No. 2 effective July 8, 2009, Amendment No. 3 effective April 30, 2010 and Amendment No. 4 effective September 28, 2010 (the Agreement). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Agreement.

Paratek Pharmaceuticals Inc – COLLABORATIVE RESEARCH AND LICENSE AGREEMENT Between WARNER CHILCOTT COMPANY, INC. And PARATEK PHARMACEUTICALS, INC. July 2, 2007 (September 27th, 2012)

This Collaborative Research and License Agreement (this Agreement) is made and entered into as of July 2, 2007 (the Effective Date) between Paratek Pharmaceuticals, Inc., a Delaware corporation with offices at 75 Kneeland Street, Boston, MA 02111 (Paratek), and Warner Chilcott Company, Inc., a corporation organized and existing under the laws of Puerto Rico with offices at Union Street, Road 195 Km 1.1, Fajardo, PR 00738 (WCCI). Each of WCCI and Paratek is sometimes referred to individually herein as a Party and WCCI and Paratek are sometimes collectively referred to herein as the Parties.

AMENDED AND RESTATED COLLABORATIVE RESEARCH AND LICENSE AGREEMENT by and Among pSivida Corp. pSivida US, Inc. pSiMedica Limited and Pfizer Inc. Dated June 14, 2011 (December 27th, 2011)

This Amended and Restated Collaborative Research and License Agreement (the Agreement), dated as of June 14, 2011 (the Effective Date), is made by and among pSivida Corp., a Delaware corporation with offices located at 400 Pleasant Street, Watertown, Massachusetts, 02472, pSivida US, Inc., a Delaware corporation with offices located at 400 Pleasant Street, Watertown, Massachusetts 02472, pSiMedica Limited, a United Kingdom limited company with offices located at Malvern Hills Science Park, Geraldine Road, Malvern, Worcestershire, WR14 3SZ (collectively, PSIVIDA) and Pfizer Inc., a Delaware corporation with offices located at 235 East 42nd Street, New York, New York, 10017 (PFIZER). PSIVIDA and PFIZER are sometimes referred to herein individually as a Party and collectively as the Parties.

AMENDED AND RESTATED COLLABORATIVE RESEARCH AND LICENSE AGREEMENT by and Among pSivida Corp. pSivida US, Inc. pSiMedica Limited and Pfizer Inc. Dated June 14, 2011 (September 13th, 2011)

This Amended and Restated Collaborative Research and License Agreement (the Agreement), dated as of June 14, 2011 (the Effective Date), is made by and among pSivida Corp., a Delaware corporation with offices located at 400 Pleasant Street, Watertown, Massachusetts, 02472, pSivida US, Inc., a Delaware corporation with offices located at 400 Pleasant Street, Watertown, Massachusetts 02472, pSiMedica Limited, a United Kingdom limited company with offices located at Malvern Hills Science Park, Geraldine Road, Malvern, Worcestershire, WR14 3SZ (collectively, PSIVIDA) and Pfizer Inc., a Delaware corporation with offices located at 235 East 42nd Street, New York, New York, 10017 (PFIZER). PSIVIDA and PFIZER are sometimes referred to herein individually as a Party and collectively as the Parties.

COLLABORATIVE RESEARCH AND LICENSE AGREEMENT the Dow Chemical Company - Symyx Technologies (March 15th, 2011)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (the Agreement), effective as of January 1, 1999 (the Effective Date), is made by and between Symyx Technologies, a California corporation having a principal place of business at 3100 Central Expressway, Santa Clara, California 95051 (Symyx), and The Dow Chemical Company, a Delaware corporation, having a principal place of business at 2030 Willard H. Dow Center, Midland, Michigan 48674 (TDCC).

Targacept – Amendment No. 4 to Collaborative Research and License Agreement (November 5th, 2010)

This Amendment No. 4 to Collaborative Research and License Agreement (this Amendment), effective as of the date of signature of the last Party to sign below, amends the Collaborative Research and License Agreement entered into as of December 27, 2005 by and between AstraZeneca AB, a company limited by shares organized and existing under the laws of Sweden (AstraZeneca), and Targacept, Inc., a Delaware (USA) corporation (Targacept), as amended by Amendment No. 1 dated November 10, 2006, Amendment No. 2 effective July 8, 2009, and Amendment No. 3 effective April 30, 2010 (the Agreement). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Agreement.

Sixth Amendment to the Collaborative Research and License Agreement (November 4th, 2010)

THIS SIXTH AMENDMENT TO THE COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (the Sixth Amendment) is made by and between SENOMYX, INC. (Senomyx), a Delaware corporation, having a principal place of business at 4767 Nexus Centre Drive, San Diego, CA 92121, and NESTEC, LTD. (Nestle), a Swiss company, having a principal place of business at Avenue Nestle 55, CH-1800 Vevey, Switzerland.

Targacept – Amendment No. 3 to Collaborative Research and License Agreement (August 9th, 2010)

This Amendment No. 3 to Collaborative Research and License Agreement (this Amendment), effective as of the date of signature of the last Party to sign below, amends the Collaborative Research and License Agreement entered into as of December 27, 2005 by and between AstraZeneca AB, a company limited by shares organized and existing under the laws of Sweden (AstraZeneca), and Targacept, Inc., a Delaware (USA) corporation (Targacept), as amended by Amendment No. 1 dated November 10, 2006 and Amendment No. 2 effective July 8, 2009 (the Agreement). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Agreement.

COLLABORATIVE RESEARCH AND LICENSE AGREEMENT July 10, 2009 (April 5th, 2010)

THIS COLLABORATIVE RESEARCH AND LICENSE AGREEMENT, together with schedules attached hereto (this Agreement) is entered into and effective as of July 10, 2009 (the Effective Date) by and between Codexis, Inc., a Delaware corporation, having a place of business at 200 Penobscot Drive, Redwood City, California 94063, United States of America, (Codexis), Iogen Energy Corporation, a corporation existing under the law of Canada, having a place of business at 310 Hunt Club Road East, Ottawa, Ontario K1V 1C1, Canada, (IE), Equilon Enterprises LLC dba Shell Oil Products US, a Delaware limited liability company, having a place of business at 910 Louisiana Street, Houston, Texas 77002, (Shell US), and Shell Chemicals Canada Limited, a corporation existing under the laws of Canada, having a place of business at 400 - 4th Avenue S.W., P.O. Box 4280, Station C, Calgary, Alberta T2T 5Z5, Canada (Shell Canada and together with Shell US Shell). Codexis, IE, Shell US and Shell Canada may each be referre

COLLABORATIVE RESEARCH AND LICENSE AGREEMENT July 10, 2009 (February 17th, 2010)

THIS COLLABORATIVE RESEARCH AND LICENSE AGREEMENT, together with schedules attached hereto (this Agreement) is entered into and effective as of July 10, 2009 (the Effective Date) by and between Codexis, Inc., a Delaware corporation, having a place of business at 200 Penobscot Drive, Redwood City, California 94063, United States of America, (Codexis), Iogen Energy Corporation, a corporation existing under the law of Canada, having a place of business at 310 Hunt Club Road East, Ottawa, Ontario K1V 1C1, Canada, (IE), Equilon Enterprises LLC dba Shell Oil Products US, a Delaware limited liability company, having a place of business at 910 Louisiana Street, Houston, Texas 77002, (Shell US), and Shell Chemicals Canada Limited, a corporation existing under the laws of Canada, having a place of business at 400 - 4th Avenue S.W., P.O. Box 4280, Station C, Calgary, Alberta T2T 5Z5, Canada (Shell Canada and together with Shell US Shell). Codexis, IE, Shell US and Shell Canada may each be referre

Targacept – Amendment No. 2 to Collaborative Research and License Agreement (November 6th, 2009)

This Amendment No. 2 to Collaborative Research and License Agreement (this Amendment), effective as of the date of signature of the last Party to sign below, amends the Collaborative Research and License Agreement entered into as of December 27, 2005 by and between AstraZeneca AB, a company limited by shares organized and existing under the laws of Sweden (AstraZeneca), and Targacept, Inc., a Delaware (USA) corporation (Targacept), as amended by Amendment No. 1 dated November 10, 2006 (the Agreement). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Agreement.

First Amendment to the Collaborative Research and License Agreement (August 4th, 2009)

THIS FIRST AMENDMENT TO THE COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (the First Amendment) is made by and between SENOMYX, INC. (Senomyx), a Delaware corporation, having a principal place of business at 4767 Nexus Centre Drive, San Diego, CA 92121, and NESTEC, Ltd. (Nestle), a Swiss company, having a principal place of business at Avenue Nestle 55, CH-1800 Vevey, Switzerland.

Fifth Amendment to the Collaborative Research and License Agreement Between Senomyx and Campbell (May 7th, 2009)

This Fifth Amendment (the Fifth Amendment) is entered into as of March 27, 2009 (the Fifth Amendment Effective Date), by and between Senomyx, Inc. (Senomyx) and Campbell Soup Company (Campbell).

NitroMed, Inc. – COLLABORATIVE RESEARCH AND LICENSE AGREEMENT Between ARCHEMIX CORP. And MERCK, KGaA January 17, 2007 (December 19th, 2008)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this Agreement) is entered into as of January 17, 2007, by and between Archemix Corp., a Delaware corporation with offices at 300 Third Street, Cambridge, MA 02142 (ARCHEMIX), and Merck KGaA, a company organized under the laws of Germany with offices at Frankfurter Str. 250, 64293 Darmstadt, Germany (MERCK). Each of MERCK and ARCHEMIX is sometimes referred to individually herein as a Party and collectively as the Parties.

NitroMed, Inc. – Collaborative Research and License Agreement (December 19th, 2008)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this Agreement) is entered into as of June 30, 2006, by and between Archemix Corp., a Delaware corporation with offices at 300 Third Street, Cambridge, MA 02142 (ARCHEMIX), and Elan Pharma International Limited, a private company limited by shares organized under the laws of Ireland with offices at Monksland, Athlone, County Westmeath, Ireland (ELAN). Each of ELAN and ARCHEMIX is sometimes referred to individually herein as a Party and are sometimes referred to collectively as the Parties.

NitroMed, Inc. – Collaborative Research and License Agreement (December 19th, 2008)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this Agreement) is entered into as of June 11, 2007, by and between Archemix Corp., a Delaware corporation with offices at 300 Third Street, Cambridge, MA 02142 (ARCHEMIX), and Takeda Pharmaceutical Company Limited, a Japanese corporation with a principal place of business at 1-1, Doshomachi 4-chome, Chuo-ku, Osaka 540-8645, Japan (TAKEDA). Each of TAKEDA and ARCHEMIX is sometimes referred to individually herein as a Party and collectively as the Parties.

NitroMed, Inc. – COLLABORATIVE RESEARCH AND LICENSE AGREEMENT Between ARCHEMIX CORP. And MERCK KGaA June 6, 2007 (December 19th, 2008)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this Agreement) is entered into as of June 6, 2007, by and between Archemix Corp., a Delaware corporation with offices at 300 Third Street, Cambridge, MA 02142 (ARCHEMIX), and Merck KGaA, a company organized under the laws of Germany with offices at Frankfurter Str. 250, 64293 Darmstadt, Germany (MERCK). Each of MERCK and ARCHEMIX is sometimes referred to individually herein as a Party and collectively as the Parties.

Statement Regarding Extension of Collaborative Research and License Agreement Dated October 26, 2004 Between Senomyx, Inc. And Nestec, Ltd. (August 7th, 2008)

On May 7, 2008, the Company and Nestle agreed to amend the agreement regarding the discovery and commercialization of novel flavor ingredients in the coffee and coffee whitener fields to extend the dates provided in Appendix A to July 26, 2011 (end date for Collaborative Period) and July 26, 2008 (Go/No-Go Decision Date).

Fourth Amendment to the Collaborative Research and License Agreement (August 7th, 2008)

THIS FOURTH AMENDMENT TO THE COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (the Fourth Amendment) is entered into as of April 14, 2008 (Fourth Amendment Effective Date) by and between SENOMYX, INC. (Senomyx), a Delaware corporation, having a principal place of business at 4767 Nexus Centre Drive, San Diego, CA 92121, and NESTEC, Ltd. (Nestle), a Swiss company, having a principal place of business at Avenue Nestle 55, CH-1800 Vevey, Switzerland.

Sixth Amendment to the Collaborative Research and License Agreement (November 2nd, 2007)

THIS SIXTH AMENDMENT TO THE COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (the Sixth Amendment) is entered into as of July 18, 2007 (the Sixth Amendment Effective Date) by and between SENOMYX, INC. (Senomyx), a Delaware corporation, having a principal place of business at 4767 Nexus Centre Drive, San Diego, California 92121, and KRAFT FOODS GLOBAL, INC., a Delaware corporation (Kraft) having offices at 801 Waukegan Road, Glenview, IL 60025.

Archemix – COLLABORATIVE RESEARCH AND LICENSE AGREEMENT Between ARCHEMIX CORP. And MERCK KGaA June 6, 2007 (August 7th, 2007)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this Agreement) is entered into as of June 6, 2007, by and between Archemix Corp., a Delaware corporation with offices at 300 Third Street, Cambridge, MA 02142 (ARCHEMIX), and Merck KGaA, a company organized under the laws of Germany with offices at Frankfurter Str. 250, 64293 Darmstadt, Germany (MERCK). Each of MERCK and ARCHEMIX is sometimes referred to individually herein as a Party and collectively as the Parties.

Archemix – Collaborative Research and License Agreement (August 7th, 2007)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this Agreement) is entered into as of June 11, 2007, by and between Archemix Corp., a Delaware corporation with offices at 300 Third Street, Cambridge, MA 02142 (ARCHEMIX), and Takeda Pharmaceutical Company Limited, a Japanese corporation with a principal place of business at 1-1, Doshomachi 4-chome, Chuo-ku, Osaka 540-8645, Japan (TAKEDA). Each of TAKEDA and ARCHEMIX is sometimes referred to individually herein as a Party and collectively as the Parties.

Archemix – COLLABORATIVE RESEARCH AND LICENSE AGREEMENT Between ARCHEMIX CORP. And MERCK, KGaA January 17, 2007 (August 7th, 2007)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this Agreement) is entered into as of January 17, 2007, by and between Archemix Corp., a Delaware corporation with offices at 300 Third Street, Cambridge, MA 02142 (ARCHEMIX), and Merck KGaA, a company organized under the laws of Germany with offices at Frankfurter Str. 250, 64293 Darmstadt, Germany (MERCK). Each of MERCK and ARCHEMIX is sometimes referred to individually herein as a Party and collectively as the Parties.

Archemix – Collaborative Research and License Agreement (August 7th, 2007)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this Agreement) is entered into as of June 30, 2006, by and between Archemix Corp., a Delaware corporation with offices at 300 Third Street, Cambridge, MA 02142 (ARCHEMIX), and Elan Pharma International Limited, a private company limited by shares organized under the laws of Ireland with offices at Monksland, Athlone, County Westmeath, Ireland (ELAN). Each of ELAN and ARCHEMIX is sometimes referred to individually herein as a Party and are sometimes referred to collectively as the Parties.

Statement Regarding Extension of Collaborative Research and License Agreement Dated October 26, 2004 Between Senomyx, Inc. And Nestec, Ltd. (May 3rd, 2007)

At a steering committee meeting on April 12, 2007, the Company and Nestle agreed to amend the agreement regarding the discovery and commercialization of novel flavor ingredients in the coffee and coffee whitener fields to extend the dates provided in Appendix A to April 25, 2011 (end date for Collaborative Period) and April 26, 2008 (Go/No-Go Decision Date).

Fifth Amendment to the Collaborative Research and License Agreement (February 23rd, 2007)

THIS FIFTH AMENDMENT TO THE COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (the Fifth Amendment) is entered into as of October 29, 2006 (the Fifth Amendment Effective Date) by and between SENOMYX, INC. (Senomyx), a Delaware corporation, having a principal place of business at 11099 North Torrey Pines Road, La Jolla, California 92037, and KRAFT FOODS GLOBAL, INC., a Delaware corporation (Kraft) having offices at 801 Waukegan Road, Glenview, IL 60025.

Statement Regarding Extension of Collaborative Research and License Agreement Dated October 26, 2004 Between Senomyx, Inc. And Nestec, Ltd. (February 23rd, 2007)

At a steering committee meeting on January 9, 2007, the Company and Nestle agreed to amend the agreement regarding the discovery and commercialization of novel flavor ingredients in the coffee and coffee whitener fields to extend the dates provided in Appendix A to April 25, 2010 (end date for Collaborative Period) and April 26, 2007 (Go/No-Go Decision Date).

Targacept – Amendment No. 1 to Collaborative Research and License Agreement (November 13th, 2006)

This Amendment No. 1 to Collaborative Research and License Agreement (this Amendment), dated November 10, 2006, amends the Collaborative Research and License Agreement entered into as of December 27, 2005 (the Agreement) by and between AstraZeneca AB, a company limited by shares organized and existing under the laws of Sweden (AstraZeneca), and Targacept, Inc., a Delaware (USA) corporation (Targacept).

Statement Regarding Extension of Collaborative Research and License Agreement Dated October 26, 2004 Between Senomyx, Inc. And Nestec, Ltd. (August 8th, 2006)

At a steering committee meeting on June 9, 2006, the Company and Nestle agreed to amend the agreement regarding the discovery and commercialization of novel flavor ingredients in the coffee and coffee whitener fields to extend the dates provided in Appendix A to January 25, 2010 (end date for Collaborative Period) and January 26, 2007 (Go/No-Go Decision Date).

Targacept – Collaborative Research and License Agreement (May 26th, 2006)

This COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this Agreement) is entered into as of December 27, 2005 (the Execution Date), by and between Targacept, Inc., a Delaware corporation having an address of 200 East First Street, Suite 300, Winston-Salem, NC 27101-4165 (Targacept), and AstraZeneca AB, a company limited by shares organized and existing under the laws of Sweden, having its principal place of business at V-Malarehamnen 9, S-151 85 Sodertalje, Sweden (AstraZeneca), effective as of the Effective Date, except for those provisions that are expressly stated to be effective as of the Execution Date, which shall be effective as of the Execution Date. Each of AstraZeneca and Targacept is sometimes referred to individually herein as a Party and collectively as the Parties.

Third Amendment to the Collaborative Research and License Agreement (May 5th, 2006)

THIS THIRD AMENDMENT TO THE COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (the Third Amendment) is made by and between SENOMYX, INC. (Senomyx), a Delaware corporation, having a principal place of business at 11099 North Torrey Pines Road, La Jolla, California 92037, and NESTEC, Ltd. (Nestle), a Swiss company, having a principal place of business at Avenue Nestle 55, CH-1800 Vevey, Switzerland.