0001144204-16-089330 Sample Contracts

UNDERWRITING AGREEMENT dated [·], 2016 Bonwick Capital Partners, LLC Underwriting Agreement
Underwriting Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations • New York
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PATENT AND TECHNOLOGY DEVELOPMENT AND LICENSE AGREEMENT
Patent and Technology Development and License Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations • Texas

This fourteen (14) page AGREEMENT (“AGREEMENT”) is made on 15 of April 2011, by and between INTERTECH BIO CORPORATION (“INTERTECH”), and DERMIN Limited Liability Company having a principal place of business located at PL-00-116 Warszawa, ul. Świętokrzyska 36/17, Poland (“LICENSEE”).

AMENDMENT NO. 1 TO THE PATENT AND TECHNOLOGY LICENSE AGREEMENT
Patent and Technology License Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations

This AMENDMENT NO. 1 effective this 19th day of October, 2015 (“AMENDMENT NO. 1 EFFECTIVE DATE”), to the Patent and Technology License Agreement between the Parties dated June 21, 2010 (“ORIGINAL LICENSE”), is made by and between the BOARD OF REGENTS (“BOARD”) of THE UNIVERSITY OF TEXAS SYSTEM (“SYSTEM”), an agency of the State of Texas, whose address is 201 West 7th Street, Austin, Texas 78701, on behalf of THE UNIVERSITY OF TEXAS M. D. ANDERSON CANCER CENTER (hereinafter “UTMDACC”), a member institution of SYSTEM, and MOLECULIN, LLC, a limited liability company organized and existing under the laws of the state of Texas, having a principal place of business located at 1973 West Clay, Houston, Texas 77019 (“LICENSEE”). BOARD and LICENSEE may be referred to hereafter collectively as the “PARTIES.”

AnnaMed Rights Transfer Agreement
Rights Transfer Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations • Texas

This Rights Transfer Agreement (the “Agreement”) is made between Moleculin Biotech, Inc. (“MBI”), a Delaware Corporation, whose address is 1973 W Clay St, Houston, Texas 77019 and AnnaMed, Inc. (“AnnaMed”), a Delaware Corporation whose address is 1973 W Clay St, Houston, Texas 77019, on August 21, 2015 (“Effective Date”).

IntertechBio Rights Transfer Agreement
Rights Transfer Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations • Texas

This Rights Transfer Agreement (the “Agreement”) is made between Moleculin Biotech, Inc. (“MBI”), a Delaware Corporation, whose address is 1973 W Clay St, Houston, Texas 77019 and IntertechBio Corporation (“IntertechBio”), a Texas Corporation whose address is 1973 W Clay St, Houston, Texas 77019, on August 11, 2015 (“Effective Date”).

AGREEMENT AND PLAN OF MERGER By and Among MOLECULIN BIOTECH, INC. and MOLECULIN, LLC dated as of
Merger Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of __________, 2016 (this “Agreement”), is by and among MOLECULIN BIOTECH, INC., a Delaware corporation (“MBI”), and MOLECULIN LLC, a Texas limited liability company (the “Company”).

PATENT AND TECHNOLOGY LICENSE AGREEMENT
Patent and Technology License Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations • Texas

This AGREEMENT (“AGREEMENT”) is made on this 21st day of June, 2010, by and between THE BOARD OF REGENTS (“BOARD”) of THE UNIVERSITY OF TEXAS SYSTEM (“SYSTEM”), an agency of the State of Texas, whose address is 201 West 7th Street, Austin, Texas 78701, on behalf of THE UNIVERSITY OF TEXAS M. D. ANDERSON CANCER CENTER (“UTMDACC”), a component institution of SYSTEM, and Moleculin, LLC, a limited liability company organized and existing under the laws of the state of Texas, having a principal place of business located at 1973 West Clay, Houston, Texas 77019 (“LICENSEE”).

PATENT AND TECHNOLOGY DEVELOPMENT AND LICENSE AGREEMENT
Patent and Technology Development and License Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations • Texas

This fourteen (14) page AGREEMENT (“AGREEMENT”) is made on 27 of October, 2010, by and between MOLECULIN, LLC, a Texas limited liability company (“MOLECULIN”),and DERMIN limited liability company having a principal place of business located at PL-00-116 Warszawa, ul. Świętokrzyska 36/17, Poland (“LICENSEE”).

AMENDMENT NO. 1 TO THE PATENT AND TECHNOLOGY LICENSE AGREEMENT
Patent and Technology License Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations

This AMENDMENT NO. 1 effective this 19th day of October, 2015 (“AMENDMENT NO. 1 EFFECTIVE DATE”), to the Patent and Technology License Agreement between the Parties dated April 2, 2012 (“ORIGINAL LICENSE”), is made by and between the BOARD OF REGENTS (“BOARD”) of THE UNIVERSITY OF TEXAS SYSTEM (“SYSTEM”), an agency of the State of Texas, whose address is 201 West 7th Street, Austin, Texas 78701, on behalf of THE UNIVERSITY OF TEXAS M. D. ANDERSON CANCER CENTER (hereinafter “UTMDACC”), a member institution of SYSTEM, and INTERTECH BIO CORPORATION, a Texas corporation having a principal place of business located at 3910 Cypress Creek Parkway, Suite 100, Houston, Texas 77068 (“LICENSEE”). BOARD and LICENSEE may be referred to hereafter collectively as the “PARTIES.”

PATENT AND TECHNOLOGY LICENSE AGREEMENT
Patent and Technology License Agreement • March 22nd, 2016 • Moleculin Biotech, Inc. • Pharmaceutical preparations • Texas

This AGREEMENT (“AGREEMENT”) is made on this 2nd day of April, 2012, by and between THE BOARD OF REGENTS (“BOARD”) of THE UNIVERSITY OF TEXAS SYSTEM (“SYSTEM”), an agency of the State of Texas, whose address is 201 West 7th Street, Austin, Texas 78701, on behalf of THE UNIVERSITY OF TEXAS M. D. ANDERSON CANCER CENTER (“UTMDACC”), a member institution of SYSTEM, and INTERTECH BIO CORPORATION, a Texas corporation having a principal place of business located at 3910 Cypress Creek Parkway, Suite 100, Houston, Texas 77068 (“LICENSEE”).

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