0000950123-13-008401 Sample Contracts

Contract
Warrant Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • California

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER. PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.

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Contract
Warrant Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • North Carolina

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW.

APPLIED GENETIC TECHNOLOGIES CORPORATION AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT NOVEMBER 15, 2012
Investor Rights Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Delaware

THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of the 15th day of November, 2012, by and among APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”) and the investors listed on Exhibit A (referred to hereinafter as the “Investors” and each individually as an “Investor”) and the stockholders listed on Exhibit B hereto (the “Common Stockholders”).

APPLIED GENETIC TECHNOLOGIES CORPORATION WARRANT TO PURCHASE SHARES
Warrant Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Florida

THIS WARRANT is issued to [ ] (the “Holder”) by APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), pursuant to the terms of that certain Subscription Agreement dated as of [ ], in connection with the Company’s issuance to the holder of this Warrant a Convertible Promissory Note (the “Note”).

STANDARD EXCLUSIVE LICENSE AGREEMENT WITH KNOW HOW - Agreement No: A11361 PROMOTER TECHNOLOGY LICENSE
Standard Exclusive License Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)

This Agreement is made effective the 18th day of September, 2012, (the “Effective Date”) by and between the University of Florida Research Foundation, Inc. (hereinafter called “UFRF”), a nonstock, nonprofit Florida corporation, and Applied Genetic Technologies Corporation (hereinafter called “Licensee”), a small entity corporation organized and existing under the laws of Delaware;

EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMS (Alpha-1- Anti-Trypsin UF#184I)
Exclusive License Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)

This Agreement is made effective the 25th day of September, 2001, (the “Effective Date”) by and between the University of Florida Research Foundation, Inc. (hereinafter called “UFRF”), a nonstock, nonprofit Florida corporation, and Applied Genetic Technologies Corporation (hereinafter called “Licensee” or “AGTC”), a corporation organized and existing under the laws of Florida. Licensee shall include any wholly owned subsidiary of AGTC.

NON-EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMS
Non-Exclusive License Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)

This Agreement is made effective the 19th day of January 2006 (hereinafter “Effective Date”) by and between The UAB Research Foundation (hereinafter “UABRF”), a nonstock, nonprofit Alabama corporation having an office at 701 20th Street South, Birmingham, AL 35294 USA and AGTC (hereinafter “Licensee”), a corporation organized and existing under the laws of Delaware and having a principal office at 12085 Research Drive, Alachua, Florida 32615.

Contract
Warrant Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • North Carolina

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW.

FIRST AMENDMENT TO THE STANDARD EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMS
Standard Exclusive License Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)

This First Amendment to the Standard Exclusive License Agreement With Sublicensing Terms (the “JHU/UFRF Agreement”), dated October 7, 2003, is made as of November , 2004 (“First Amendment Date”), by and between the University of Florida Research Foundation, Inc. (“UFRF”) and Johns Hopkins University (“JHU”) on the one hand, and Applied Genetic Technologies Corporation, Inc. (“Licensee”) on the other.

SECOND AMENDMENT To STANDARD EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMS (A3288)
Standard Exclusive License Agreement With Sublicensing Terms • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)

This Second Amendment to the Standard Exclusive License Agreement With Sublicensing Terms (also known as Agreement A3288), dated October 7, 2003 and amended as of November 2004 (the “License Agreement”) is made as of this 25th day February, 2009 by and among Applied Genetic Technologies Corporation, a Delaware corporation (“AGTC”), the University of Florida Research Foundation, Inc., a non-stock, non-profit Florida corporation (“UFRF”) and Johns Hopkins University, a Maryland corporation (“JHU”).

LICENSE AGREEMENT
License Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • New York

This License Agreement (the “Agreement”) is effective as of April 22, 2005, (the “Effective Date”) by and between MedImmune, Inc., a Delaware corporation (“MedImmune”) and Applied Genetic Technologies Corporation, a Delaware corporation (“AGTC”). MedImmune and AGTC may be referred to in this Agreement collectively as the “Parties” or individually as “Party.”

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