License And Development Agreement Sample Contracts

Cerecor Inc. – Portions of This Exhibit Marked [*] Are Requested to Be Treated Confidentially. LICENSE AND DEVELOPMENT AGREEMENT (May 11th, 2018)

This LICENSE AND DEVELOPMENT AGREEMENT (the "Agreement") is entered into as of February 16, 2018 (the "Effective Date") by and between Cerecor, Inc., a Delaware corporation having an address at 400 East Pratt Street, Suite 606, Baltimore, MD 21202 ("Cerecor"), and Flamel Ireland Limited, operating under the trade name of Avadel Ireland, an Irish limited company having an address at Block 10-1, Blanchardstown Corporate Park, Ballycoolin, Dublin 15 Ireland ("Avadel"). Avadel and Cerecor may be referred to herein individually as a "Party" or collectively, as the "Parties."

Cerecor Inc. – Portions of This Exhibit Marked [*] Are Requested to Be Treated Confidentially. LICENSE AND DEVELOPMENT AGREEMENT (May 11th, 2018)

This LICENSE AND DEVELOPMENT AGREEMENT (the "Agreement") is entered into as of February 16, 2018 (the "Effective Date") by and between Cerecor, Inc., a Delaware corporation having an address at 400 East Pratt Street, Suite 606, Baltimore, MD 21202 ("Cerecor"), and Flamel Ireland Limited, operating under the trade name of Avadel Ireland, an Irish limited company having an address at Block 10-1, Blanchardstown Corporate Park, Ballycoolin, Dublin 15 Ireland ("Avadel"). Avadel and Cerecor may be referred to herein individually as a "Party" or collectively, as the "Parties."

Flamel Technologies S.A. – Confidential Treatment Requested the Portions of This Agreement Marked With Asterisks Within Brackets ("[***]") Have Been Omitted Pursuant to a Request for Confidential Treatment Under 17 C.F.R. Sections 200.80(b)(4), 200.83 and 230.406. A Complete Copy of This Agreement Has Been Filed Separately With the United States Securities and Exchange Commission. License and Development Agreement (April 30th, 2018)

This LICENSE AND DEVELOPMENT AGREEMENT (the "Agreement") is entered into as of February 16, 2018 (the "Effective Date") by and between Cerecor, Inc., a Delaware corporation having an address at 400 East Pratt Street, Suite 606, Baltimore, MD 21202 ("Cerecor"), and Flamel Ireland Limited, operating under the trade name of Avadel Ireland, an Irish limited company having an address at Block 10-1, Blanchardstown Corporate Park, Ballycoolin, Dublin 15 Ireland ("Avadel"). Avadel and Cerecor may be referred to herein individually as a "Party" or collectively, as the "Parties."

Athenex, Inc. – LICENSE AND DEVELOPMENT AGREEMENT by and Between ATHENEX, INC. And ALMIRALL, S.A. And AQUA PHARMACEUTICALS LLC (December 15th, 2017)

THIS LICENSE AND DEVELOPMENT AGREEMENT (this Agreement) is made and entered into as of December 11, 2017 (Execution Date), by and between ATHENEX, INC., a corporation organized and existing under the laws of the State of Delaware and having its principal office at 1001 Main Street, Suite 600, Buffalo, New York, United States (Athenex), ALMIRALL, S.A., a corporation organized and existing under the laws of Spain and having its principal office at Ronda del General Mitre 151, Barcelona 08022 Spain (Almirall), and AQUA PHARMACEUTICALS LLC, a limited liability company organized and existing under the laws of the Commonwealth of Pennsylvania and having its principal office at 707 Eagleview Blvd, Suite 200, Exton PA 19341 (Aqua).

Radius Health, Inc. – LICENSE AND DEVELOPMENT AGREEMENT DATED AS OF July 13, 2017 BY AND BETWEEN RADIUS HEALTH, INC. AND TEIJIN LIMITED (November 2nd, 2017)

This License and Development Agreement (this "Agreement"), dated as of July 13, 2017 (the "Effective Date"), is made by and between Radius Health, Inc., a Delaware corporation ("Radius"), and Teijin Limited, a company organized and existing under the laws of Japan ("Teijin"). Radius and Teijin are sometimes referred to herein individually as a "Party" and collectively as the "Parties."

KT High-Tech Marketing Inc. – Kulr Technology Corporation License and Development Agreement (June 19th, 2017)

This License and Development Agreement ("Agreement") is entered into as effective as of April 15th, 2013 by and between Kulr Technology Corporation, a Delaware corporation ("Kulr") and Energy Science Laboratories, Inc. ("ESLI").

Collegium Pharmaceutical – License and Development Agreement (August 11th, 2016)

This License and Development Agreement ("Agreement") is made as of May 11, 2016 (the "Effective Date") by and between BioDelivery Sciences International, Inc., a Delaware corporation with its principal offices at 4131 Parklake Avenue, Suite 225, Raleigh, North Carolina 27612 ("Parent"), its wholly-owned subsidiary Arius Pharmaceuticals, Inc., a Delaware corporation with an office at the same address ("Arius", and together with Parent, "BDSI"), and Collegium Pharmaceutical, Inc., a Virginia corporation with its principal office at 780 Dedham Street, Suite 800, Canton, MA 02021 ("Collegium"). BDSI and Collegium are sometimes referred to collectively herein as the "Parties" or singly as a "Party."

BioDelivery Sciences International, Inc. – Foia Confidential Treatment Request by Biodelivery Sciences International, Inc. Irs Employer Identification Number 35-2089858 Confidential Treatment Requested With Respect to Certain Portions Hereof Denoted With *** License and Development Agreement (August 9th, 2016)

This License and Development Agreement (Agreement) is made as of May 11, 2016 (the Effective Date) by and between BioDelivery Sciences International, Inc., a Delaware corporation with its principal offices at 4131 Parklake Avenue, Suite 225, Raleigh, North Carolina 27612 (Parent), its wholly-owned subsidiary Arius Pharmaceuticals, Inc., a Delaware corporation with an office at the same address (Arius, and together with Parent, BDSI), and Collegium Pharmaceutical, Inc., a Virginia corporation with its principal office at 780 Dedham Street, Suite 800, Canton, MA 02021 (Collegium). BDSI and Collegium are sometimes referred to collectively herein as the Parties or singly as a Party.

Acura Pharmaceuticals – License and Development Agreement (February 16th, 2016)

This License and Development Agreement ("Agreement") is made and entered into as of this June 5, 2015 (the "Effective Date") by and between Bayer HealthCare LLC, with offices at 100 Bayer Blvd., Whippany, NJ 07981 ("Bayer"), and Acura Pharmaceuticals, Inc., with offices at 616 N. North Court, Palatine IL 60067 ("Acura"). Bayer and Acura each are referred to herein as a "Party" and collectively as the "Parties."

Acura Pharmaceuticals – License and Development Agreement (August 3rd, 2015)

This License and Development Agreement ("Agreement") is made and entered into as of this June 5, 2015 (the "Effective Date") by and between Bayer HealthCare LLC, with offices at 100 Bayer Blvd., Whippany, NJ 07981 ("Bayer"), and Acura Pharmaceuticals, Inc., with offices at 616 N. North Court, Palatine IL 60067 ("Acura"). Bayer and Acura each are referred to herein as a "Party" and collectively as the "Parties."

Affimed Therapeutics B.V. – Amended and Restated License and Development Agreement (March 25th, 2015)

ORDERED that judgment on priority as to Count 1 (the sole count in the interference: Paper 1, pages 6-7) is awarded against Junior Party Kontermann.

BioDelivery Sciences International, Inc. – LICENSE AND DEVELOPMENT AGREEMENT AMONG ARIUS PHARMACEUTICALS, INC., BIODELIVERY SCIENCES INTERNATIONAL, INC. ARIUS TWO, INC. And ENDO PHARMACEUTICALS INC. Dated as of January 5, 2012 (March 16th, 2015)

This LICENSE AND DEVELOPMENT AGREEMENT (this Agreement) is made and effective as of January 5, 2012 (the Effective Date) by and among Arius Pharmaceuticals, Inc., a Delaware corporation (Arius), BioDelivery Sciences International, Inc., a Delaware corporation (Parent), and, to the extent deemed a party hereto pursuant to Section 15.19 hereof, Arius Two, Inc., a Delaware corporation (Arius Two), each having its principal office at 801 Corporate Center Drive, Suite 210, Raleigh, NC 27607 (Arius, Parent, and, to the extent deemed a party hereto pursuant to Section 15.19 hereof, Arius Two together are referred to as BDSI) and Endo Pharmaceuticals Inc., a Delaware corporation, having its principal office at 100 Endo Boulevard, Chadds Ford, PA 19317, USA (Endo) (each of Arius, Parent, and, to the extent deemed a party hereto pursuant to Section 15.19 hereof, Arius Two and Endo being a Party, and collectively, the Parties).

Sorrento Therapeutics, Inc. – Exclusive License and Development Agreement Between Sorrento Therapeutics, Inc. And China Oncology Focus Limited (November 25th, 2014)

THIS EXCLUSIVE LICENSE AND DEVELOPMENT AGREEMENT (this Agreement) is made and entered into as of this 3rd day of October, 2014 (Effective Date) between Sorrento Therapeutics, Inc., a company organized and existing under the laws of the State of Delaware, United States of America (USA) with its principal offices at 6042 Cornerstone Court West, Suite B, San Diego, California 92121 US (SORRENTO), and China Oncology Focus Limited, a company organized and existing under the laws of British Virgin Islands with its registered office at Offshore Incorporations Centre, P.O. BOX 957, Road Town, Tortola, British Virgin Islands (Lees), an Affiliate of Lees Pharmaceutical Holdings Limited with a principal offices at Unit 110-111, Bio-Informatics Centre, No. 2 Science Park West Avenue, Hong Kong Science Park, Shatin, Hong Kong.

Sorrento Therapeutics, Inc. – Exclusive License and Development Agreement (November 4th, 2014)

THIS EXCLUSIVE LICENSE AND DEVELOPMENT AGREEMENT (this "Agreement") is made and entered into as of this 3rd day of October, 2014 ("Effective Date") between Sorrento Therapeutics, Inc., a company organized and existing under the laws of the State of Delaware, United States of America ("USA") with its principal offices at 6042 Cornerstone Court West, Suite B, San Diego, California 92121 US ("SORRENTO"), and China Oncology Focus Limited, a company organized and existing under the laws of British Virgin Islands with its registered office at Offshore Incorporations Centre, P.O. BOX 957, Road Town, Tortola, British Virgin Islands ("Lee's"), an Affiliate of Lee's Pharmaceutical Holdings Limited with a principal offices at Unit 110-111, Bio-Informatics Centre, No. 2 Science Park West Avenue, Hong Kong Science Park, Shatin, Hong Kong.

Affimed Therapeutics B.V. – Amended and Restated License and Development Agreement (June 27th, 2014)

ORDERED that judgment on priority as to Count 1 (the sole count in the interference: Paper 1, pages 6-7) is awarded against Junior Party Kontermann.

Ulthera Inc – Third Amended and Restated License and Development Agreement (June 2nd, 2014)

This THIRD AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT (the Third Restated Agreement) is made effective as of August 26, 2013 (the Effective Date) by and among Guided Therapy Systems, LLC, an Arizona limited liability company (GTS or Licensor), Ardent Sound Inc., an Arizona corporation (Ardent Sound and, together with GTS, Licensors), and Ulthera, Inc., a Delaware corporation (Ulthera or Licensee). GTS or GTS and Ardent Sound, collectively, are hereinafter referred to as a Party, Ulthera is hereinafter referred to as a Party, and each of GTS, Ardent Sound and Ulthera are hereinafter collectively referred to as the Parties.

Affimed Therapeutics B.V. – Amended and Restated License and Development Agreement (May 23rd, 2014)

ORDERED that judgment on priority as to Count 1 (the sole count in the interference: Paper 1, pages 6-7) is awarded against Junior Party Kontermann.

Ulthera Inc – Third Amended and Restated License and Development Agreement (May 13th, 2014)

This THIRD AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT (the Third Restated Agreement) is made effective as of August 26, 2013 (the Effective Date) by and among Guided Therapy Systems, LLC, an Arizona limited liability company (GTS or Licensor), Ardent Sound Inc., an Arizona corporation (Ardent Sound and, together with GTS, Licensors), and Ulthera, Inc., a Delaware corporation (Ulthera or Licensee). GTS or GTS and Ardent Sound, collectively, are hereinafter referred to as a Party, Ulthera is hereinafter referred to as a Party, and each of GTS, Ardent Sound and Ulthera are hereinafter collectively referred to as the Parties.

Ulthera Inc – Third Amended and Restated License and Development Agreement (April 21st, 2014)

This THIRD AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT (the Third Restated Agreement) is made effective as of August 26, 2013 (the Effective Date) by and among Guided Therapy Systems, LLC, an Arizona limited liability company (GTS or Licensor), Ardent Sound Inc., an Arizona corporation (Ardent Sound and, together with GTS, Licensors), and Ulthera, Inc., a Delaware corporation (Ulthera or Licensee). GTS or GTS and Ardent Sound, collectively, are hereinafter referred to as a Party, Ulthera is hereinafter referred to as a Party, and each of GTS, Ardent Sound and Ulthera are hereinafter collectively referred to as the Parties.

Ulthera Inc – Third Amended and Restated License and Development Agreement (April 16th, 2014)

This THIRD AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT (the Third Restated Agreement) is made effective as of August 26, 2013 (the Effective Date) by and among Guided Therapy Systems, LLC, an Arizona limited liability company (GTS or Licensor), Ardent Sound Inc., an Arizona corporation (Ardent Sound and, together with GTS, Licensors), and Ulthera, Inc., a Delaware corporation (Ulthera or Licensee). GTS or GTS and Ardent Sound, collectively, are hereinafter referred to as a Party, Ulthera is hereinafter referred to as a Party, and each of GTS, Ardent Sound and Ulthera are hereinafter collectively referred to as the Parties.

Ulthera Inc – Third Amended and Restated License and Development Agreement (March 3rd, 2014)

This THIRD AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT (the Third Restated Agreement) is made effective as of August 26, 2013 (the Effective Date) by and among Guided Therapy Systems, LLC, an Arizona limited liability company (GTS or Licensor), Ardent Sound Inc., an Arizona corporation (Ardent Sound and, together with GTS, Licensors), and Ulthera, Inc., a Delaware corporation (Ulthera or Licensee). GTS or GTS and Ardent Sound, collectively, are hereinafter referred to as a Party, Ulthera is hereinafter referred to as a Party, and each of GTS, Ardent Sound and Ulthera are hereinafter collectively referred to as the Parties.

Eagle Pharmaceuticals, Inc. – License and Development Agreement (December 20th, 2013)

This LICENSE AND DEVELOPMENT AGREEMENT (this Agreement), is entered into as of the Effective Date by and between THE MEDICINES COMPANY, a Delaware corporation located at 8 Sylvan Way, Parsippany, N.J. 07054 (MDCO), and EAGLE PHARMACEUTICALS, INC., a Delaware corporation located at 470 Chestnut Ridge Road, Woodcliff Lake, New Jersey 07677 (Eagle).

Eagle Pharmaceuticals, Inc. – License and Development Agreement (December 17th, 2013)

This LICENSE AND DEVELOPMENT AGREEMENT (this Agreement), is entered into as of the Effective Date by and between THE MEDICINES COMPANY, a Delaware corporation located at 8 Sylvan Way, Parsippany, N.J. 07054 (MDCO), and EAGLE PHARMACEUTICALS, INC., a Delaware corporation located at 470 Chestnut Ridge Road, Woodcliff Lake, New Jersey 07677 (Eagle).

Eagle Pharmaceuticals, Inc. – License and Development Agreement (November 25th, 2013)

This LICENSE AND DEVELOPMENT AGREEMENT (this Agreement), is entered into as of the Effective Date by and between THE MEDICINES COMPANY, a Delaware corporation located at 8 Sylvan Way, Parsippany, N.J. 07054 (MDCO), and EAGLE PHARMACEUTICALS, INC., a Delaware corporation located at 470 Chestnut Ridge Road, Woodcliff Lake, New Jersey 07677 (Eagle).

Metabolex – License and Development Agreement (November 8th, 2013)

THIS LICENSE AND DEVELOPMENT AGREEMENT is made and entered into as of June 30, 1998 (the Effective Date) by and between METABOLEX, INC., a Delaware corporation with a place of business at 3876 Bay Center Place, Hayward, CA 94545 (Metabolex), and DIATEX, INC., a Texas corporation with a place of business at 105 Elm Spring Lane, San Antonio, TX 78231 (DiaTex). Metabolex and DiaTex may be referred to herein as a Party or, collectively, as Parties.

Isis Pharmaceuticals, Inc. – Amendment #1 to Collaboration, License and Development Agreement (November 5th, 2013)

This AMENDMENT #1 TO COLLABORATION, LICENSE AND DEVELOPMENT AGREEMENT (this Amendment) is entered into as of the date of last signature hereof (the Amendment Date) by and between ISIS PHARMACEUTICALS, INC., a Delaware corporation, having its principal place of business at 2855 Gazelle Court, Carlsbad, CA 92010 (Isis), and ASTRAZENECA AB, a company incorporated in Sweden under no. 556011-7482 (AstraZeneca). Isis and AstraZeneca are each referred to herein by name or as a Party or, collectively, as Parties.

Cempra Inc. – Amendment No. 1 to Exclusive License and Development Agreement (October 29th, 2013)

This Amendment No. 1 (Amendment) to the EXCLUSIVE LICENSE AND DEVELOPMENT AGREEMENT, dated as of May 8, 2013, by and between CEMPRA PHARMACEUTICALS, INC (Cempra) and TOYAMA CHEMICAL CO., LTD. (Toyama) is hereby effective as of September 26, 2013. Capitalized terms not defined herein shall have the meaning given to them in the Original Agreement.

Metabolex – License and Development Agreement (October 17th, 2013)

THIS LICENSE AND DEVELOPMENT AGREEMENT is made and entered into as of June 30, 1998 (the Effective Date) by and between METABOLEX, INC., a Delaware corporation with a place of business at 3876 Bay Center Place, Hayward, CA 94545 (Metabolex), and DIATEX, INC., a Texas corporation with a place of business at 105 Elm Spring Lane, San Antonio, TX 78231 (DiaTex). Metabolex and DiaTex may be referred to herein as a Party or, collectively, as Parties.

Metabolex – License and Development Agreement (September 19th, 2013)

THIS LICENSE AND DEVELOPMENT AGREEMENT is made and entered into as of June 30, 1998 (the Effective Date) by and between METABOLEX, INC., a Delaware corporation with a place of business at 3876 Bay Center Place, Hayward, CA 94545 (Metabolex), and DIATEX, INC., a Texas corporation with a place of business at 105 Elm Spring Lane, San Antonio, TX 78231 (DiaTex). Metabolex and DiaTex may be referred to herein as a Party or, collectively, as Parties.

Cempra Inc. – Exclusive License and Development Agreement (July 31st, 2013)

THIS EXCLUSIVE LICENSE AND DEVELOPMENT AGREEMENT (the Agreement) is entered into as of May 8, 2013 (the Effective Date) by and between CEMPRA PHARMACEUTICALS, INC., a Delaware corporation having an address at Building Four Quadrangle, 6340 Quadrangle Drive, Suite 100, Chapel Hill, North Carolina 27517 USA (Cempra), and TOYAMA CHEMICAL CO., LTD., a Japanese corporation having an address at 2-5, Nishishinjuku 3-chome, Shinjuku-ku, Tokyo 160-0023, Japan (Toyama). Cempra and Toyama may be referred to herein individually as a Party or collectively, as the Parties.

Isis Pharmaceuticals, Inc. – Collaboration, License and Development Agreement Between Isis Pharmaceuticals, Inc., and Astrazeneca Ab (February 28th, 2013)

This COLLABORATION, LICENSE AND DEVELOPMENT AGREEMENT (the Agreement) is entered into as of the 7th day of December, 2012 (the Effective Date) by and between ISIS PHARMACEUTICALS, INC., a Delaware corporation, having its principal place of business at 2855 Gazelle Court, Carlsbad, CA 92010 (Isis), and ASTRAZENECA AB, a company incorporated in Sweden under no. 556011-7482 with offices at SE-151 85 Sodertalje, Sweden (AstraZeneca). AstraZeneca and Isis each may be referred to herein individually as a Party or collectively as the Parties. Capitalized terms used in this Agreement, whether used in the singular or the plural, have the meaning set forth in APPENDIX 1. All attached appendices and schedules are a part of this Agreement.

BioDelivery Sciences International, Inc. – Confidential Treatment Requested by BioDelivery Sciences International, Inc. IRS Employer Identification No. 35-208985 ***CONFIDENTIAL TREATMENT REQUESTED*** Note: Confidential Treatment Requested With Respect to Certain Portions Hereof Denoted With "***" LICENSE AND DEVELOPMENT AGREEMENT AMONG ARIUS PHARMACEUTICALS, INC., BIODELIVERY SCIENCES INTERNATIONAL, INC. ARIUS TWO, INC. And ENDO PHARMACEUTICALS INC. Dated as of January 5, 2012 (January 11th, 2012)

This LICENSE AND DEVELOPMENT AGREEMENT (this "Agreement") is made and effective as of January 5, 2012 (the "Effective Date") by and among Arius Pharmaceuticals, Inc., a Delaware corporation ("Arius"), BioDelivery Sciences International, Inc., a Delaware corporation ("Parent"), and, to the extent deemed a party hereto pursuant to Section 15.19 hereof, Arius Two, Inc., a Delaware corporation ("Arius Two"), each having its principal office at 801 Corporate Center Drive, Suite 210, Raleigh, NC 27607 (Arius, Parent, and, to the extent deemed a party hereto pursuant to Section 15.19 hereof, Arius Two together are referred to as "BDSI") and Endo Pharmaceuticals Inc., a Delaware corporation, having its principal office at 100 Endo Boulevard, Chadds Ford, PA 19317, USA ("Endo") (each of Arius, Parent, and, to the extent deemed a party hereto pursuant to Section 15.19 hereof, Arius Two and Endo being a "Party," and collectively, the "Parties").

IntelGenx Technologies Corp. – License and Development Agreement (September 21st, 2011)

BETWEEN: INTELGENX CORP , a corporation having a place of business at 6425 Abrams, Ville St-Laurent, Quebec, H4S 1X9 (hereinafter "INTELGENX"); AND: AZUR PHARMA INTERNATIONAL II LTD, a Bermudacompany with offices located at Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda (hereinafter "AZUR")

Neighborhood Connections – OPTION, LICENSE AND DEVELOPMENT AGREEMENT by and Between PFIZER INC. And LPATH, INC. (March 23rd, 2011)

*** Certain confidential portions of this Exhibit were omitted by means of blackout of the text (the Mark). This Exhibit has been filed separately with the Secretary of the Commission without the Mark pursuant to the Companys Application Requesting Confidential Treatment under Rule 24b-2 under the 1934 Act.

Confidential Treatment Requested License and Development Agreement (April 8th, 2010)

This License and Development Agreement (the Agreement) by and between Cisco Systems, Inc., a California corporation having its principal place of business at 170 West Tasman Drive, San Jose, CA 95134 (Cisco Parent) on behalf of itself and its Affiliates (collectively, Cisco), and GlassHouse Technologies, Inc., a Delaware corporation having its principal place of business at 200 Crossing Boulevard, Framingham, Massachusetts 01702 (GlassHouse or Developer), is entered into as of the date last written below (the Effective Date).