License And Option Agreement Sample Contracts

COLLABORATION, LICENSE AND OPTION AGREEMENT by and Between ACCELERON PHARMA, INC. And CELGENE CORPORATION August 2, 2011 (August 2nd, 2018)

This Collaboration, License and Option Agreement (this "Agreement") dated the 2nd day of August, 2011 (the "Effective Date") is by and between Acceleron Pharma, Inc., a Delaware corporation having its principal office at 128 Sidney Street, Cambridge, MA 02139 ("Acceleron"), and Celgene Corporation, a Delaware corporation having its principal office at 86 Morris Avenue, Summit, NJ 07901 ("Celgene"). Acceleron and Celgene may each be referred to herein individually as a "Party" and collectively as the "Parties."

Aridis Pharmaceuticals, Inc. – LICENSE and OPTION AGREEMENT BRIGHAM YOUNG UNIVERSITY and ARIDIS, LLC (July 18th, 2018)

This Agreement, effective July 29, 2005 is entered into between Brigham Young University, a Utah non-profit corporation and institution of higher education, with its principal campus and place of business located at Provo, Utah 84602 (referred to in this Agreement as BYU) and Aridis, LLC, a California corporation with its principal place of business located at 350 Cervantes Road, Portola Valley, CA 94028, (referred to in this Agreement as LICENSEE).

Aridis Pharmaceuticals, Inc. – LICENSE and OPTION AGREEMENT BRIGHAM YOUNG UNIVERSITY and ARIDIS, LLC (July 18th, 2018)

This Agreement, effective July 29, 2005 is entered into between Brigham Young University, a Utah non-profit corporation and institution of higher education, with its principal campus and place of business located at Provo, Utah 84602 (referred to in this Agreement as BYU) and Aridis, LLC, a California corporation with its principal place of business located at 350 Cervantes Road, Portola Valley, CA 94028, (referred to in this Agreement as LICENSEE).

Pfenex Inc. – Amended and Restated License and Option Agreement (June 6th, 2018)
Aridis Pharmaceuticals, Inc. – LICENSE and OPTION AGREEMENT BRIGHAM YOUNG UNIVERSITY and ARIDIS, LLC (April 20th, 2018)

This Agreement, effective July 29, 2005 is entered into between Brigham Young University, a Utah non-profit corporation and institution of higher education, with its principal campus and place of business located at Provo, Utah 84602 (referred to in this Agreement as BYU) and Aridis, LLC, a California corporation with its principal place of business located at 350 Cervantes Road, Portola Valley, CA 94028, (referred to in this Agreement as LICENSEE).

Mereo Biopharma Group plc – Exclusive License and Option Agreement (March 23rd, 2018)

This EXCLUSIVE LICENSE AND OPTION AGREEMENT (the Agreement) is made and entered into effective as of 28 October 2017 (the Effective Date) by and between ASTRAZENECA AB, a company incorporated in Sweden under no. 556011-7482 with its registered office at SE-151 85 Sodertalje, Sweden (AstraZeneca), and MEREO BIOPHARMA 4 LIMITED, a company incorporated in England and Wales under no. 11029583 with its registered office at 4th Floor, One, Cavendish Place, London, W1G 0QF (Mereo). AstraZeneca and Mereo are sometimes referred to herein individually as a Party and collectively as the Parties.

Pfenex Inc. – Amended and Restated License and Option Agreement (March 15th, 2018)

This AMENDED AND RESTATED LICENSE AND OPTION AGREEMENT (the Agreement) is entered into as of December 18, 2017 (the Amendment Effective Date) by and between PFENEX INC., a Delaware corporation, with its principal place of business at 10790 Roselle Street, San Diego, CA 92121 (Pfenex), and JAZZ PHARMACEUTICALS IRELAND LIMITED, a limited liability company incorporated under the laws of Ireland, with a registered office at Fifth Floor, Waterloo Exchange, Waterloo Road, Dublin 4, Ireland (Jazz). Pfenex and Jazz are sometimes referred to herein individually as a Party and collectively as the Parties.

Wave Life Sciences Ltd. – Amendment No. 1 to Research, License and Option Agreement ("Amendment No. 1") (March 12th, 2018)

WHEREAS, the parties hereto desire to amend certain terms of the Agreement in order to provide for an extension of the period of time to nominate the Additional Programs,

Confidential Materials Omitted and Filed Separately With the Securities and Exchange Commission. Double Asterisks Denote Omissions. LICENSE AND OPTION AGREEMENT BY AND BETWEEN MEDIMMUNE, LLC AND BULLDOG PHARMACEUTICALS, INC. (March 7th, 2018)

This License and Option Agreement (this Agreement) is entered into and made effective as of the 24th day of July, 2013 (the Effective Date), by and between MedImmune, LLC, a limited liability company organized and existing under the laws of Delaware, having a principal office located at One MedImmune Way, Gaithersburg, MD 20878 (MedImmune), and Bulldog Pharmaceuticals, Inc., a company organized and existing under the laws of the British Virgin Islands, having a registered office located at Midocean Chambers, Road Town, Tortola, British Virgin Islands (Kolltan). MedImmune and Kolltan are each referred to herein by name or as a Party or, collectively, as Parties.

Mereo Biopharma Group plc – Exclusive License and Option Agreement (December 1st, 2017)

This EXCLUSIVE LICENSE AND OPTION AGREEMENT (the Agreement) is made and entered into effective as of 28 October 2017 (the Effective Date) by and between ASTRAZENECA AB, a company incorporated in Sweden under no. 556011-7482 with its registered office at SE-151 85 Sodertalje, Sweden (AstraZeneca), and MEREO BIOPHARMA 4 LIMITED, a company incorporated in England and Wales under no. 11029583 with its registered office at 4th Floor, One, Cavendish Place, London, W1G 0QF (Mereo). AstraZeneca and Mereo are sometimes referred to herein individually as a Party and collectively as the Parties.

AMENDED AND RESTATED COLLABORATION, LICENSE AND OPTION AGREEMENT by and Between ACCELERON PHARMA, INC. And CELGENE CORPORATION (November 7th, 2017)

This Amended and Restated Collaboration, License and Option Agreement (this "Agreement" and, as the context requires, this "Agreement" shall mean this Agreement or the Amended Agreement) dated the 18th day of September, 2017 (the "Amended and Restated Effective Date") is by and between Acceleron Pharma, Inc., a Delaware corporation having its principal office at 149 Sidney Street, Cambridge, MA 02139 ("Acceleron") and Celgene Corporation, a Delaware corporation having its principal office at 86 Morris Avenue, Summit, NJ 07901 ("Celgene"). Acceleron and Celgene may each be referred to herein individually as a "Party" and collectively as the "Parties."

License and Option Agreement by and Between Momenta Pharmaceuticals, Inc. And Csl Behring Recombinant Facility Ag Dated as of January 4, 2017 (May 5th, 2017)

This License and Option Agreement (the "Agreement"), executed as of January 4, 2017 (the "Execution Date"), is made by and between Momenta Pharmaceuticals, Inc., a Delaware corporation ("Momenta"), with its principal place of business at 675 West Kendall Street, Cambridge, MA 02142 USA, and CSL Behring Recombinant Facility AG, a Swiss company ("CSL"), with its principal place of business at Wankdorfstrasse 10, 3000 Bern 22, Switzerland. Momenta and CSL may each be referred to individually as a "Party" or, collectively, the "Parties".

Evaluation License and Option Agreement (March 23rd, 2017)
Spark Therapeutics, Inc. – LICENSE AND OPTION AGREEMENT by and Between SPARK THERAPEUTICS, INC. And SELECTA BIOSCIENCES, INC. December 2, 2016 (February 28th, 2017)

This License and Option Agreement (hereinafter "Agreement"), effective as of December 2, 2016 (the "Effective Date"), is made by and between Spark Therapeutics, Inc., a Delaware corporation with corporate offices at 3737 Market Street, Suite 1300, Philadelphia, PA 19104 ("Spark") and Selecta Biosciences, Inc., a Delaware corporation with corporate offices at 480 Arsenal Street, Building One, Watertown, MA 02472 ("Selecta") (each, a "Party" and collectively, the "Parties").

Selecta Biosciences Inc – LICENSE AND OPTION AGREEMENT by and Between SPARK THERAPEUTICS, INC. And SELECTA BIOSCIENCES, INC. December 2, 2016 (February 14th, 2017)

This License and Option Agreement (hereinafter "Agreement"), effective as of December 2, 2016 (the "Effective Date"), is made by and between Spark Therapeutics, Inc., a Delaware corporation with corporate offices at 3737 Market Street, Suite 1300, Philadelphia, PA 19104 ("Spark") and Selecta Biosciences, Inc., a Delaware corporation with corporate offices at 480 Arsenal Street, Building One, Watertown, MA 02472 ("Selecta") (each, a "Party" and collectively, the "Parties").

Selecta Biosciences Inc – LICENSE AND OPTION AGREEMENT by and Between SPARK THERAPEUTICS, INC. And SELECTA BIOSCIENCES, INC. December 2, 2016 (December 14th, 2016)

This License and Option Agreement (hereinafter "Agreement"), effective as of December 2, 2016 (the "Effective Date"), is made by and between Spark Therapeutics, Inc., a Delaware corporation with corporate offices at 3737 Market Street, Suite 1300, Philadelphia, PA 19104 ("Spark") and Selecta Biosciences, Inc., a Delaware corporation with corporate offices at 480 Arsenal Street, Building One, Watertown, MA 02472 ("Selecta") (each, a "Party" and collectively, the "Parties").

Pfenex Inc. – License and Option Agreement (November 9th, 2016)

This LICENSE AND OPTION AGREEMENT (the Agreement) is entered into as of July 27, 2016 (the Effective Date) by and between PFENEX INC., a Delaware corporation, with its principal place of business at 10790 Roselle Street, San Diego, CA 92121 (Pfenex), and JAZZ PHARMACEUTICALS IRELAND LIMITED, a limited liability company incorporated under the laws of Ireland, with a registered office at Fourth Floor, Connaught House, One Burlington Road, Dublin 4, Ireland (Jazz). Pfenex and Jazz are sometimes referred to herein individually as a Party and collectively as the Parties.

TRACON Pharmaceuticals – License and Option Agreement (November 9th, 2016)

This LICENSE AGREEMENT (this "Agreement") is made and effective as of the Effective Date (as defined below) by and between TRACON Pharmaceuticals, Inc., a Delaware corporation ("TRACON") and Janssen Pharmaceutica N.V. ("Janssen"). Each of TRACON and Janssen is sometimes referred to herein individually as a "Party" and collectively as the "Parties." In the event a Party assigned the License and Option Agreement (as defined below) in its entirety prior to the Effective Date (as defined below) pursuant to Section 13.6 of the License and Option Agreement, or a lawful successor of a Party became bound by the License and Option Agreement prior to the Effective Date, the references to such Party in this Agreement shall be deemed to refer to such permitted assignee or lawful successor.

Wave Life Sciences Ltd. – Research, License and Option Agreement (August 15th, 2016)

This research, license and option agreement (the Agreement) is entered into as of May 5th, 2016 (the Effective Date), by and between Pfizer Inc., a corporation organized and existing under the laws of Delaware and having a principal place of business at 235 East 42nd Street, New York, NY 10017 (Pfizer) and WAVE Life Sciences Ltd., a Singapore corporation having a principal place of business at 733 Concord Avenue, Cambridge, MA 02138 (Wave). Pfizer and Wave may each be referred to herein individually as a Party and collectively as the Parties.

Aqua Power Systems Inc. – License and Option AGREEMENT (May 29th, 2015)

AQUA POWER SYSTEMS INC., a State of Nevada corporation having its executive offices at 1107 Town Creek Road, Eden, North Carolina, USA 27288,

Kolltan Pharmaceuticals Inc – Confidential Materials Omitted and Filed Separately With the Securities and Exchange Commission. Double Asterisks Denote Omissions. LICENSE AND OPTION AGREEMENT BY AND BETWEEN MEDIMMUNE, LLC AND BULLDOG PHARMACEUTICALS, INC. (September 12th, 2014)

This License and Option Agreement (this Agreement) is entered into and made effective as of the 24th day of July, 2013 (the Effective Date), by and between MedImmune, LLC, a limited liability company organized and existing under the laws of Delaware, having a principal office located at One MedImmune Way, Gaithersburg, MD 20878 (MedImmune), and Bulldog Pharmaceuticals, Inc., a company organized and existing under the laws of the British Virgin Islands, having a registered office located at Midocean Chambers, Road Town, Tortola, British Virgin Islands (Kolltan). MedImmune and Kolltan are each referred to herein by name or as a Party or, collectively, as Parties.

Kolltan Pharmaceuticals Inc – Confidential Materials Omitted and Filed Separately With the Securities and Exchange Commission. Double Asterisks Denote Omissions. LICENSE AND OPTION AGREEMENT BY AND BETWEEN MEDIMMUNE, LLC AND BULLDOG PHARMACEUTICALS, INC. (August 8th, 2014)

This License and Option Agreement (this Agreement) is entered into and made effective as of the 24th day of July, 2013 (the Effective Date), by and between MedImmune, LLC, a limited liability company organized and existing under the laws of Delaware, having a principal office located at One MedImmune Way, Gaithersburg, MD 20878 (MedImmune), and Bulldog Pharmaceuticals, Inc., a company organized and existing under the laws of the British Virgin Islands, having a registered office located at Midocean Chambers, Road Town, Tortola, British Virgin Islands (Kolltan). MedImmune and Kolltan are each referred to herein by name or as a Party or, collectively, as Parties.

License and Option Agreement (August 5th, 2014)

THIS AGREEMENT (Agreement) is entered into as of May 22, 2014 (the Effective Date), by and between TAKEDA PHARMACEUTICAL COMPANY LIMITED, a corporation organized under the laws of Japan, having its principal place of business at 1-1 Doshomachi 4-chome, Chuo-ku, Osaka, Japan (hereinafter Takeda) and MACROGENICS, INC, a Delaware corporation having its principal place of business at 9640 Medical Center Drive, Rockville, MD 20850 (hereinafter MacroGenics). Takeda and MacroGenics are sometimes referred to herein individually as a Party and collectively as the Parties.

Iroko Pharmaceuticals Inc. – Amended and Restated Nano-Reformulated Compound License and Option Agreement (July 11th, 2013)

This is a Nano-Reformulated Compound License and Option Agreement, dated June 19, 2007 (the Effective Date), and amended and restated as of May 6, 2008 and further amended on October 22, 2008 and December 12, 2012 and amended and restated on December 28, 2012, by and among iCeutica Inc. (iCeutica Inc.), a Delaware corporation having an address of One Kew Place, 150 Rouse Boulevard, Philadelphia, PA, 19112, its wholly-owned subsidiary iCeutica Pty Ltd (iCeutica) (ACN 113 244 152), an Australian corporation having an address of Unit 4, 97 Hector Street, Osborne Park, Western Australia 6016, and Iroko Pharmaceuticals, LLC (Iroko), a Delaware limited liability company having an address of One Kew Place, 150 Rouse Boulevard, Philadelphia, PA, 19112.

Receptos Inc. – Development License and Option Agreement (April 16th, 2013)

This Development License and Option Agreement is made and entered into effective as of October 3, 2012 (the Development Agreement Effective Date) by and between AbbVie Inc., a corporation of the state of Delaware, having its principal place of business at 1 North Waukegan Road, North Chicago, Illinois 60064 (AI) and AbbVie Bahamas Ltd., a corporation organized and existing under the laws of the Bahamas having its principal place of business at Sassoon House, Shirley Street & Victoria Avenue, New Providence, Nassau, The Bahamas (ABL) (AI and ABL are herein referred to individually and collectively, as applicable, as AbbVie), and Receptos, Inc. a corporation of the state of Delaware, having a principal place of business at 10835 Road to the Cure, #205, San Diego, California 92121 (Receptos). AbbVie and Receptos are sometimes referred to herein individually as a Party and collectively as the Parties.

Receptos Inc. – First Amendment to Development License and Option Agreement (April 4th, 2013)

This First Amendment to Development License and Option Agreement (this First Amendment) is entered into as of January 28, 2013 (the First Amendment Effective Date), by and between AbbVie Inc., a corporation of the state of Delaware, having its principal place of business at 1 North Waukegan Road, North Chicago, Illinois 60064 (AI) and AbbVie Bahamas Ltd., a corporation organized and existing under the laws of the Bahamas having its principal place of business at Sassoon House, Shirley Street & Victoria Avenue, New Providence, Nassau, The Bahamas (ABL) (AI and ABL are herein referred to individually and collectively, as applicable, as AbbVie), and Receptos, Inc. a corporation of the state of Delaware, having a principal place of business at 10835 Road to the Cure, #205, San Diego, California 92121 (Receptos). AbbVie and Receptos are sometimes referred to herein individually as a Party and collectively as the Parties. Capitalized terms used and not otherwise defined herein shall have

Receptos Inc. – Development License and Option Agreement (April 4th, 2013)

This Development License and Option Agreement is made and entered into effective as of October 3, 2012 (the Development Agreement Effective Date) by and between AbbVie Inc., a corporation of the state of Delaware, having its principal place of business at 1 North Waukegan Road, North Chicago, Illinois 60064 (AI) and AbbVie Bahamas Ltd., a corporation organized and existing under the laws of the Bahamas having its principal place of business at Sassoon House, Shirley Street & Victoria Avenue, New Providence, Nassau, The Bahamas (ABL) (AI and ABL are herein referred to individually and collectively, as applicable, as AbbVie), and Receptos, Inc. a corporation of the state of Delaware, having a principal place of business at 10835 Road to the Cure, #205, San Diego, California 92121 (Receptos). AbbVie and Receptos are sometimes referred to herein individually as a Party and collectively as the Parties.

Receptos Inc. – Development License and Option Agreement (February 13th, 2013)

This Development License and Option Agreement is made and entered into effective as of October 3, 2012 (the Development Agreement Effective Date) by and between AbbVie Inc., a corporation of the state of Delaware, having its principal place of business at 1 North Waukegan Road, North Chicago, Illinois 60064 (AI) and AbbVie Bahamas Ltd., a corporation organized and existing under the laws of the Bahamas having its principal place of business at Sassoon House, Shirley Street & Victoria Avenue, New Providence, Nassau, The Bahamas (ABL) (AI and ABL are herein referred to individually and collectively, as applicable, as AbbVie), and Receptos, Inc. a corporation of the state of Delaware, having a principal place of business at 10835 Road to the Cure, #205, San Diego, California 92121 (Receptos). AbbVie and Receptos are sometimes referred to herein individually as a Party and collectively as the Parties.

Receptos Inc. – First Amendment to Development License and Option Agreement (February 13th, 2013)

This First Amendment to Development License and Option Agreement (this First Amendment) is entered into as of January 28, 2013 (the First Amendment Effective Date), by and between AbbVie Inc., a corporation of the state of Delaware, having its principal place of business at 1 North Waukegan Road, North Chicago, Illinois 60064 (AI) and AbbVie Bahamas Ltd., a corporation organized and existing under the laws of the Bahamas having its principal place of business at Sassoon House, Shirley Street & Victoria Avenue, New Providence, Nassau, The Bahamas (ABL) (AI and ABL are herein referred to individually and collectively, as applicable, as AbbVie), and Receptos, Inc. a corporation of the state of Delaware, having a principal place of business at 10835 Road to the Cure, #205, San Diego, California 92121 (Receptos). AbbVie and Receptos are sometimes referred to herein individually as a Party and collectively as the Parties. Capitalized terms used and not otherwise defined herein shall have

Exclusive License and Option Agreement (November 9th, 2011)

in each case provided that the applicable milestone for such Licensed Product has not previously accrued for the same Indication. Also, no new milestone payment shall be due where the submission or approval of any SNDA pertains to a variance in the drug product formulation or dosage form, strength or administration method, e.g., pill to injectable form. For clarity, new milestone payments shall be due where a new Indication for the same Licensed Product is applied for or approved, e.g., previous approved Indication was small cell lung cancer and new applied for or approved Indication is for large cell lung cancer.

Exclusive License and Option Agreement (November 9th, 2011)

This Exclusive License and Option Agreement ("Agreement") is made effective as of September 23, 2011 ("Effective Date") by and between Children's Cancer Institute Australia for Medical Research, , a not for profit medical institute formed under the laws of Australia with registration number ACN 072 279 559 ("CCIA"), and Panacela Labs, Inc., a Delaware corporation ("Panacela"). The parties hereto are additionally referred to individually as a "Party", and collectively, the "Parties".

Compass Biotechnologies Inc. – EXCLUSIVE LICENSE and OPTION AGREEMENT (February 8th, 2011)

This Exclusive License Agreement (the Agreement) is entered into as of February 7, 2009 (the Effective Date), by and between Bioxen Ltd including its affiliates, legal successors and subsidiaries with its principal offices registered as Nautilus House, La Cour des Casernes, St.Helier.Jersey, JE1 3NH, Channel Islands (Bioxen) and Cyplasin Biomedical Ltd., a (Nevada corporation), with its principal offices located at Unit 131 Advanced Technology Center, 9650-20th ave., Edmonton, Alberta Canada T6N1G1 including its affiliates, legal successors and subsidiaries, (Cyplasin); and collectively referred to as the Parties; and

CONFIDENTIAL TREATMENT REQUESTED LICENSE AND OPTION AGREEMENT Between EMORY UNIVERSITY and ALIMERA SCIENCES, INC. For TRIPHENYLMETHANE COMPOUNDS (April 16th, 2010)

THIS LICENSE AND OPTION AGREEMENT is made and entered into as of the 31st day of August, 2009, (hereinafter referred to as the Effective Date) by and between EMORY UNIVERSITY, a nonprofit Georgia corporation with offices located at 1599 Clifton Road NE, 4th Floor, Atlanta, Georgia 30322 (hereinafter referred to as EMORY) and Alimera Sciences, Inc., a Delaware corporation having a principal place of business located at 6120 Windward Parkway, Suite 290, Alpharetta, Georgia 30024 (hereinafter referred to as ALIMERA).

CONFIDENTIAL TREATMENT REQUESTED LICENSE AND OPTION AGREEMENT Between EMORY UNIVERSITY and ALIMERA SCIENCES, INC. (April 16th, 2010)

THIS LICENSE AND OPTION AGREEMENT is made and entered into as of the 16th day of July, 2009, (hereinafter referred to as the Effective Date) by and between EMORY UNIVERSITY, a nonprofit Georgia corporation with offices located at 1599 Clifton Road NE, 4th Floor, Atlanta, Georgia 30322 (hereinafter referred to as EMORY) and Alimera Sciences, Inc., a Delaware corporation having a principal place of business located at 6120 Windward Parkway, Suite 290, Alpharetta, Georgia 30024 (hereinafter referred to as ALIMERA).

CONFIDENTIAL TREATMENT REQUESTED LICENSE AND OPTION AGREEMENT Between EMORY UNIVERSITY and ALIMERA SCIENCES, INC. For TRIPHENYLMETHANE COMPOUNDS (December 23rd, 2009)

THIS LICENSE AND OPTION AGREEMENT is made and entered into as of the 31st day of August, 2009, (hereinafter referred to as the Effective Date) by and between EMORY UNIVERSITY, a nonprofit Georgia corporation with offices located at 1599 Clifton Road NE, 4th Floor, Atlanta, Georgia 30322 (hereinafter referred to as EMORY) and Alimera Sciences, Inc., a Delaware corporation having a principal place of business located at 6120 Windward Parkway, Suite 290, Alpharetta, Georgia 30024 (hereinafter referred to as ALIMERA).