Exclusive License Agreement Sample Contracts

Aytu Bioscience, Inc – Amended and Restated Exclusive License Agreement (September 6th, 2018)

This Exclusive License Agreement (the "Agreement") is entered into as of June 11, 2018 (the "Effective Date") by and between Aytu BioScience, Inc., a Delaware corporation ("Licensee"), and Magna Pharmaceuticals, Inc. a Kentucky corporation ("Licensor"). Licensor and Licensee may be referred to herein individually as a "Party" or collectively, as the "Parties."

Inmune Bio, Inc. – Exclusive License Agreement (August 30th, 2018)

IMMUNE VENTURES, LLC, a limited liability corporation organized and existing under the laws of the State of Washington, having an office and its principal place of business at 1001 4th Avenue, Suite 4500, Seattle, WA 98154 (hereinafter "Licensor"), and

Inmune Bio, Inc. – Exclusive License Agreement (August 30th, 2018)

This Agreement is made and entered into as of June 26, 2017 ("Effective Date"), by and between the University of Pittsburgh - Of the Commonwealth System of Higher Education, a non- profit corporation organized and existing under the laws of the Commonwealth of Pennsylvania, with an office at 1st Floor Gardner Steel Conference Center, 130 Thackeray Avenue, Pittsburgh, Pennsylvania 15260 ("University"), and Immune Ventures, LLC, with its principal business at 7503 Jones Ave NW, Seattle, WA 98117 ("Licensee").

Hawkeye Systems, Inc. – Exclusive License Agreement (August 27th, 2018)

This EXCLUSIVE LICENSE AGREEMENT (this Agreement) is entered into as of August 1, 2018 (the Effective Date), by and between InSight Engineering LLC, a Delaware limited liability company (Licensor) having a place of business at 7119 W. Sunset Blvd., #468, Los Angeles, CA 90046, and Optical Flow, LLC, a Nevada limited liability company (Licensee) having a place of business at 7119 W. Sunset Blvd., #468, Los Angeles, CA 90046.

Versartis, Inc. – Exclusive License Agreement (August 24th, 2018)
Lixte Biotechnology Holdings, Inc. – Exclusive License Agreement (August 23rd, 2018)

THIS EXCLUSIVE LICENSE AGREEMENT is made and entered into on August 20, 2018 (hereinafter "EFFECTIVE DATE") by and between H. Lee Moffitt Cancer Center and Research Institute, Inc. a non-profit Florida corporation organized pursuant to Section 1004.43, Florida Statutes, whose address is 12902 Magnolia Drive Tampa, Florida 33612-9497 (hereinafter "MOFFITT") and Lixte Biotechnology Holdings, Inc. a Delaware corporation, whose address is 248 Route 25A, No. 2, East Setauket, NY 11733 (hereinafter "LICENSEE"). MOFFITT and LICENSEE are referred herein collectively as the "Parties" and each individually, as a "Party".

Principia Biopharma Inc. – AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT for RSK Inhibitors and Novel Electrophiles (August 17th, 2018)

This amended and restated license agreement (Agreement) is made effective this 31st day of May, 2012 (Amendment Effective Date), by and between The Regents of the University of California, a California corporation, having its statewide administrative offices at 1111 Franklin Street, 12th Floor, Oakland, California 94607-5200 (The Regents) and acting through its Office of Technology Management, University of California San Francisco (UCSF), 185 Berry Street, Suite 4603, San Francisco, California 94107 and Principia Biopharma Inc., a Delaware corporation, having a principal place of business at 400 East Jamie Court, Suite 302, South San Francisco, California 94080 (Licensee).

Principia Biopharma Inc. – AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT Between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA and PRINCIPIA BIOPHARMA INC. For Inverted Kinase Inhibitors OTM Case No. SF2011-045 (August 17th, 2018)

This Amended and Restated Exclusive License Agreement (Agreement) is made effective this 5th day of December, 2013 (Amendment Effective Date), by and between The Regents of the University of California, a California corporation, having its statewide administrative offices at 1111 Franklin Street, 12th Floor, Oakland, California 94607-5200 (The Regents) and acting through its Office of Innovation, Technology, and Alliances, University of California San Francisco (UCSF), 3333 California Street, Suite S-11, San Francisco, California 94143, and Principia Biopharma Inc., a Delaware corporation, having a principal place of business at 400 East Jamie Court, Suite 302, South San Francisco, California 94080 (Licensee). The Regents and Licensee may be referred to herein individually as a Party, and collectively as the Parties.

Prothena Corporation Plc – Exclusive License Agreement (August 17th, 2018)
Principia Biopharma Inc. – AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT for RSK Inhibitors and Novel Electrophiles (August 15th, 2018)

This amended and restated license agreement (Agreement) is made effective this 31st day of May, 2012 (Amendment Effective Date), by and between The Regents of the University of California, a California corporation, having its statewide administrative offices at 1111 Franklin Street, 12th Floor, Oakland, California 94607-5200 (The Regents) and acting through its Office of Technology Management, University of California San Francisco (UCSF), 185 Berry Street, Suite 4603, San Francisco, California 94107 and Principia Biopharma Inc., a Delaware corporation, having a principal place of business at 400 East Jamie Court, Suite 302, South San Francisco, California 94080 (Licensee).

Principia Biopharma Inc. – AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT Between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA and PRINCIPIA BIOPHARMA INC. For Inverted Kinase Inhibitors OTM Case No. SF2011-045 (August 15th, 2018)

This Amended and Restated Exclusive License Agreement (Agreement) is made effective this 5th day of December, 2013 (Amendment Effective Date), by and between The Regents of the University of California, a California corporation, having its statewide administrative offices at 1111 Franklin Street, 12th Floor, Oakland, California 94607-5200 (The Regents) and acting through its Office of Innovation, Technology, and Alliances, University of California San Francisco (UCSF), 3333 California Street, Suite S-11, San Francisco, California 94143, and Principia Biopharma Inc., a Delaware corporation, having a principal place of business at 400 East Jamie Court, Suite 302, South San Francisco, California 94080 (Licensee). The Regents and Licensee may be referred to herein individually as a Party, and collectively as the Parties.

Fourth Amendment to Amended and Restated Exclusive License Agreement (August 13th, 2018)

THIS FOURTH AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT (this "CDCs Fourth Amendment") is made and entered into as of June 20, 2018 ("Fourth Amendment Date") by and between CEDARS-SINAI MEDICAL CENTER, a California nonprofit public benefit corporation ("CSMC") and CAPRICOR, INC., a Delaware corporation ("Licensee"), under the following circumstances:

Cerulean Pharma Inc. – Amendment No. 1 to the Amended and Restated Exclusive License Agreement (August 13th, 2018)

This Amendment No. 1 to the Amended and Restated Exclusive License Agreement (hereinafter referred to as this "Agreement") is entered into by and among Fred Mermelstein, Ph.D. and Janet Chollet, MD (the "Licensor") and Pear Tree Pharmaceuticals, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the "Licensee"), on this October 10, 2007.

Cerulean Pharma Inc. – Exclusive License Agreement (August 13th, 2018)

THIS EXCLUSIVE LICENSE AGREEMENT (this "Agreement") dated as of Feb. 13, 2017 (the "Effective Date") is entered into between GYN Holdings, Inc. a Delaware corporation having a place of business at c/o Pear Tree Pharmaceuticals, Suite 4-200, 275 Grove Street, Newton, MA 02466 ("Company") and Bernadette Klamerus, an individual with a mailing address at P.O. Box 225 Carmichaels, PA 15320 (the "Licensor").

Cerulean Pharma Inc. – Exclusive License Agreement (August 13th, 2018)

This Exclusive License Agreement (this "Agreement") is made as April 24, 2018 ("Effective Date"), by and between Juniper Pharmaceuticals, Inc., a Delaware corporation, ("Juniper'') and Dare Bioscience, Inc., a Delaware corporation ("Licensee"), each referred to herein individually as a "Party" and collectively as the "Parties".

Cerulean Pharma Inc. – Amended and Restated Exclusive License Agreement for Atrophic Vaginitis Technology (August 13th, 2018)

This Amended and Restated Exclusive License Agreement (hereinafter referred to as this "Agreement"), effective as of July 14, 2006 (the "Effective Date"), is entered into by and between Fred Mermelstein, Ph.D. and Janet Chollet, M.D., (collectively referred to as the "Licensors") and Pear Tree Women's Health Care, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the "Licensee") on this August 15, 2007.

Cerulean Pharma Inc. – Exclusive License Agreement (August 13th, 2018)

This Exclusive License Agreement (hereinafter referred to as this "Agreement"), effective as of September 15, 2017 (the "Effective Date"), is entered into by and between Fred Mermelstein, Ph.D. and Janet Chollet, M.D., (collectively referred to as the "Licensors"), Pear Tree Pharmaceuticals, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the "Licensee"), and Stephen Rocamboli ("Rocamboli").

Cerulean Pharma Inc. – Amendment No. 2 to the Amended and Restated Exclusive License Agreement (August 13th, 2018)

This Amendment No. 2 to the Amended and Restated Exclusive License Agreement (hereinafter referred to as this "Agreement") is entered into by and among Fred Mermelstein, Ph.D. and Janet Chollet, M.D. (the "Licensors"), Pear Tree Pharmaceuticals, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the "Licensee") and Bernadette Klamerus ("Klamerus"), on this February 13, 2017.

Exclusive License Agreement (August 9th, 2018)

THIS EXCLUSIVE LICENSE AGREEMENT ("AGREEMENT') is made and entered into on the date of the last PARTY to sign and date in the signature area ("EFFECTIVE DATE"), by and between THE CURATORS OF THE UNIVERSITY OF MISSOURI, a public corporation of the State of Missouri ("UNIVERSITY") and YIELD10 BIOSCIENCE INC., a corporation of the State of Delaware having offices at 19 Presidential Way, Woburn, MA 01801 ("LICENSEE"). UNIVERSITY and LICENSEE may sometimes be referred to herein as a "PARTY" or "PARTIES" as the case may be.

Columbia Laboratories, Inc. – Exclusive License Agreement (August 9th, 2018)

This Exclusive License Agreement (this "Agreement") is made as April 24, 2018 ("Effective Date"), by and between Juniper Pharmaceuticals, Inc., a Delaware corporation, ("Juniper'') and Dare Bioscience, Inc., a Delaware corporation ("Licensee"), each referred to herein individually as a "Party" and collectively as the "Parties".

Fate Therapeutics Inc – Amended and Restated Exclusive License Agreement (August 6th, 2018)

This Amended and Restated Exclusive License Agreement (the "Agreement") is effective on the date of the last signature below ("Restatement Effective Date"), and is by and between Memorial Sloan Kettering Cancer Center, a New York not-for-profit corporation with principal offices at 1275 York Avenue, New York, NY 10065 (hereinafter referred to as "MSK"), and Fate Therapeutics, Inc., a Delaware corporation with principal offices located at 3535 General Atomics Court, Suite 200, San Diego, CA 92121 ("LICENSEE"). MSK and LICENSEE are sometimes referred to singly as "Party" and collectively as "Parties".

REVA Medical, Inc. – Amendment #4 to Exclusive License Agreement #2 (August 3rd, 2018)
Versartis, Inc. – Exclusive License Agreement (August 3rd, 2018)
Atara Biotherapeutics – AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT Between THE COUNCIL OF THE QUEENSLAND INSTITUTE OF MEDICAL RESEARCH and ATARA BIOTHERAPEUTICS, INC. (August 1st, 2018)

This Amended and Restated Exclusive License Agreement ("Agreement") is entered into on 23rd September, 2016 ("Execution Date"), and effective as of the Original Effective Date (as defined below), by and between the Council of the Queensland Institute of Medical Research, a not-for-profit Institute organized and existing under the laws of the State of Queensland having its principal offices at 300 Herston Rd, Herston QLD 4006, Australia ("Institute"), and Atara Biotherapeutics, Inc., a Delaware corporation located at 611 Gateway Blvd #900, South San Francisco, CA 94080 ("Licensee"). Each of Licensee and Institute are referred to in this Agreement as a "Party" and together, the "Parties".

Ophthotech Corp. – EXCLUSIVE LICENSE AGREEMENT WITH KNOW-HOW Agreement No: A18025 by and Among the University of Florida Research Foundation, Incorporated, and the Trustees of the University of Pennsylvania, Acting as a Single Party (The "Licensors") and Ophthotech Corporation (The "Licensee") Dated: June 6, 2018 (August 1st, 2018)

This Agreement is effective as of June 6, 2018, (the "Effective Date") among the University of Florida Research Foundation, Incorporated, a nonstock, nonprofit Florida corporation with offices located at 223 Grinter Hall, Gainesville, Florida 32611 (hereinafter called "UFRF") and the Trustees of the University of Pennsylvania, a Pennsylvania nonprofit corporation, with offices located at Penn Center for Innovation, 3160 Chestnut Street, Suite 200, Philadelphia, PA 19104-6283 ("Penn", together with UFRF, the "Licensors"), and Ophthotech Corporation, a Delaware corporation, having a place of business at One Penn Plaza, Suite 3520, New York, NY 10119 (hereinafter called "Licensee").

Aridis Pharmaceuticals, Inc. – Co-Exclusive License Agreement Between the University of Chicago and Aridis Pharmaceutical for Staph Alpha Toxin Technology (July 18th, 2018)

This License Agreement (Agreement), dated June 13, 2017 (the Effective Date), is between The University of Chicago, an Illinois not-for-profit corporation (University), and Aridis Pharmaceuticals, Inc., a Delaware Corporation, having an address at 5941 Optical Court, San Jose, CA (Company). Each hereunder may be referred to separately as the Party, or together as the Parties.

Allakos Inc. – Specific Terms in This Exhibit Have Been Redacted Because Confidential Treatment for Those Terms Has Been Requested. The Redacted Material Has Been Separately Filed With the Securities and Exchange Commission, and the Terms Have Been Marked at the Appropriate Place With Three Asterisks [***]. Non- Exclusive License Agreement (July 17th, 2018)

THIS NON-EXCLUSIVE LICENSE AGREEMENT (the Agreement), effective as of October 31, 2013 (the Effective Date), is entered into by and between BioWa, Inc., with a principal place of business at 9420 Athena Circle, La Jolla, California 92037 USA (BioWa), Lonza Sales AG a Swiss corporation, with a principal place of business at Munchensteinerstrasse 38, Basel, CH-4002 Switzerland (Lonza) (together the Licensor) and Allakos, Inc. with its principal place of business located at 75 Shoreway Road, Suite A San Carlos CA 94070 (Licensee). Lonza, BioWa, Licensor or Licensee may hereafter be referred to as a Party and collectively as the Parties.

Allakos Inc. – Specific Terms in This Exhibit Have Been Redacted Because Confidential Treatment for Those Terms Has Been Requested. The Redacted Material Has Been Separately Filed With the Securities and Exchange Commission, and the Terms Have Been Marked at the Appropriate Place With Three Asterisks [***]. Amended and Restated Exclusive License Agreement Between the Johns Hopkins University Allakos Inc. Jhu Agreement A30817 (July 17th, 2018)

THIS AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT (this Agreement) is entered into by and between THE JOHNS HOPKINS UNIVERSITY, a Maryland corporation having an address at 3400 N. Charles Street, Baltimore, Maryland, 21218-2695 (JHU) and ALLAKOS INC., a Delaware corporation having an address at 75 Shoreway Road, Suite A, San Carlos, CA 94070 (Company), as of September 30, 2016 (the Restatement Date) and amends and restates that certain Exclusive License Agreement entered into by and between JHU and Allakos as of the Effective Date (the Original License Agreement), with respect to the following:

World Media & Technology Corp. – Addendum to Exclusive License Agreement (July 13th, 2018)

THIS ADDENDUM TO EXCLUSIVE LICENSE AGREEMENT, (this "Addendum") dated April 24, 2018 by and between World Technology Corporation, f/k/a World Media & Technology Corp., a [Nevada] corporation (the "Licensee"), and Giner, Inc., a Massachusetts corporation (the "Giner") amends that Exclusive License Agreement, dated April 10, 2017, by and between the Licensee and Licensor (the "Original Agreement"). Any capitalized term not defined in this Addendum shall have the meaning ascribed to it in the Original Agreement.

World Media & Technology Corp. – Exclusive License Agreement (July 13th, 2018)

THIS EXCLUSIVE LICENSE AGREEMENT, dated April 10, 2017, (the "Effective Date") by and between World Media & Technology Corp., a Nevada corporation with corporate headquarters located at 600 Brickell Ave., Suite 1775, Miami, Florida 33131 ("WRMT" or the "Licensee") and Giner, Inc., incorporated in the state of Massachusetts whose corporate office is located at 89 Rumford Ave., Newton, MA 02466 ("GI" or the "Licensor"). Each a "Party" and collectively the "Parties," agree as follows:

Allakos Inc. – Specific Terms in This Exhibit Have Been Redacted Because Confidential Treatment for Those Terms Has Been Requested. The Redacted Material Has Been Separately Filed With the Securities and Exchange Commission, and the Terms Have Been Marked at the Appropriate Place With Three Asterisks [***]. Amended and Restated Exclusive License Agreement Between the Johns Hopkins University Allakos Inc. Jhu Agreement A30817 (July 9th, 2018)

THIS AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT (this Agreement) is entered into by and between THE JOHNS HOPKINS UNIVERSITY, a Maryland corporation having an address at 3400 N. Charles Street, Baltimore, Maryland, 21218-2695 (JHU) and ALLAKOS INC., a Delaware corporation having an address at 75 Shoreway Road, Suite A, San Carlos, CA 94070 (Company), as of September 30, 2016 (the Restatement Date) and amends and restates that certain Exclusive License Agreement entered into by and between JHU and Allakos as of the Effective Date (the Original License Agreement), with respect to the following:

Allakos Inc. – Specific Terms in This Exhibit Have Been Redacted Because Confidential Treatment for Those Terms Has Been Requested. The Redacted Material Has Been Separately Filed With the Securities and Exchange Commission, and the Terms Have Been Marked at the Appropriate Place With Three Asterisks [***]. Non- Exclusive License Agreement (July 9th, 2018)

THIS NON-EXCLUSIVE LICENSE AGREEMENT (the Agreement), effective as of October 31, 2013 (the Effective Date), is entered into by and between BioWa, Inc., with a principal place of business at 9420 Athena Circle, La Jolla, California 92037 USA (BioWa), Lonza Sales AG a Swiss corporation, with a principal place of business at Munchensteinerstrasse 38, Basel, CH-4002 Switzerland (Lonza) (together the Licensor) and Allakos, Inc. with its principal place of business located at 75 Shoreway Road, Suite A San Carlos CA 94070 (Licensee). Lonza, BioWa, Licensor or Licensee may hereafter be referred to as a Party and collectively as the Parties.

Vaccinex, Inc. – Exclusive License Agreement (July 9th, 2018)

This Exclusive License Agreement (the Agreement) is made effective as of the 29 day of December, 1998 (the Effective Date), by and between the UNIVERSITY OF ROCHESTER (Rochester), a New York education corporation, and VACCINEX, L.P., a for profit limited partnership organized under the laws of Georgia (Vaccinex).

Allakos Inc. – Specific Terms in This Exhibit Have Been Redacted Because Confidential Treatment for Those Terms Has Been Requested. The Redacted Material Has Been Separately Filed With the Securities and Exchange Commission, and the Terms Have Been Marked at the Appropriate Place With Three Asterisks [***]. Amended and Restated Exclusive License Agreement Between the Johns Hopkins University Allakos Inc. Jhu Agreement A30817 (June 22nd, 2018)

THIS AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT (this Agreement) is entered into by and between THE JOHNS HOPKINS UNIVERSITY, a Maryland corporation having an address at 3400 N. Charles Street, Baltimore, Maryland, 21218-2695 (JHU) and ALLAKOS INC., a Delaware corporation having an address at 75 Shoreway Road, Suite A, San Carlos, CA 94070 (Company), as of September 30, 2016 (the Restatement Date) and amends and restates that certain Exclusive License Agreement entered into by and between JHU and Allakos as of the Effective Date (the Original License Agreement), with respect to the following:

Allakos Inc. – Specific Terms in This Exhibit Have Been Redacted Because Confidential Treatment for Those Terms Has Been Requested. The Redacted Material Has Been Separately Filed With the Securities and Exchange Commission, and the Terms Have Been Marked at the Appropriate Place With Three Asterisks [***]. Non- Exclusive License Agreement (June 22nd, 2018)

THIS NON-EXCLUSIVE LICENSE AGREEMENT (the Agreement), effective as of October 31, 2013 (the Effective Date), is entered into by and between BioWa, Inc., with a principal place of business at 9420 Athena Circle, La Jolla, California 92037 USA (BioWa), Lonza Sales AG a Swiss corporation, with a principal place of business at Munchensteinerstrasse 38, Basel, CH-4002 Switzerland (Lonza) (together the Licensor) and Allakos, Inc. with its principal place of business located at 75 Shoreway Road, Suite A San Carlos CA 94070 (Licensee). Lonza, BioWa, Licensor or Licensee may hereafter be referred to as a Party and collectively as the Parties.