Exclusive Option and License Agreement Sample Contracts

EXCLUSIVE OPTION AND LICENSE AGREEMENT
Exclusive Option and License Agreement • January 6th, 2020 • Arcutis Biotherapeutics, Inc. • Pharmaceutical preparations • Delaware

This EXCLUSIVE OPTION AND LICENSE AGREEMENT (this “Agreement”) is entered into as of January 4th, 2018 (the “Effective Date”), by and between Arcutis, Inc., a United States corporation incorporated in the State of Delaware with offices at 70 Willow Road, Suite 200, Menlo Park, CA 94025 (“Arcutis”) and Jiangsu Hengrui Medicine Co., Ltd., a Chinese corporation with offices at 7 Kunlunshan Road, Economy and Technology Development Zone, Lianyungang, Jiangsu, China (“Hengrui”). Hereinafter, “Parties” shall mean Arcutis and Hengrui together, and “Party” shall mean Arcutis or Hengrui, as the context requires.

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EXCLUSIVE OPTION AND LICENSE AGREEMENT
Exclusive Option and License Agreement • March 16th, 2012 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

THIS EXCLUSIVE OPTION AND LICENSE AGREEMENT is made as of April 27, 2006 (the “Effective Date”) by and between Supernus Pharmaceuticals Inc, a Delaware corporation with principal offices located at 1550 East Gude Drive, Rockville, Maryland 20850 (“Supernus”) and Afecta Pharmaceuticals, Inc. a California corporation with principal offices located at 2102 Business Center Drive, Irvine, California 92612 (“Afecta”).

EXCLUSIVE OPTION AND LICENSE AGREEMENT BETWEEN KINETA CHRONIC PAIN, LLC AND GENENTECH, INC. AS OF APRIL 11, 2018
Exclusive Option and License Agreement • October 24th, 2022 • Yumanity Therapeutics, Inc. • Pharmaceutical preparations • California
OPTION NOTICE AND AMENDMENT NO. 2 TO EXCLUSIVE OPTION AND LICENSE AGREEMENT
Exclusive Option and License Agreement • January 6th, 2020 • Arcutis Biotherapeutics, Inc. • Pharmaceutical preparations

THIS OPTION NOTICE AND AMENDMENT NO. 2 (this “Notice and Amendment”) to the Exclusive Option and License Agreement dated as of January 4, 2018 and amended on June 26, 2019 (the “Agreement”), by and between Arcutis Biotherapeutics, Inc., a United States corporation incorporated in the State of Delaware (“Arcutis”) and Jiangsu Hengrui Medicine Co., Ltd., a Chinese corporation (“Hengrui”) is entered into as of 5 December, 2019 (the “Effective Date”).

EXCLUSIVE OPTION AND LICENSE AGREEMENT
Exclusive Option and License Agreement • May 14th, 2020 • Leap Therapeutics, Inc. • Pharmaceutical preparations • New York

This Exclusive Option and License Agreement (this “Agreement”) is made as of January 3, 2020 (the “Effective Date”), by and between Leap Therapeutics, Inc., a corporation organized and existing under the laws of Delaware (“Leap”), having a place of business at 47 Thorndike Street, Suite B1-1, Cambridge, MA 02141 USA, and BeiGene, Ltd., a Cayman Island exempted company incorporated with limited liability (“BeiGene”), having a place of business at c/o Mourant Ozannes Corporate Services (Cayman) Limited, 94 Solaris Avenue, Camana Bay, PO Box 1348, Grand Cayman KY1-1108, Cayman Islands. Leap and BeiGene are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”

Boston Immune Technologies and Therapeutics and BeiGene Enter into an Exclusive Option and License Agreement to Develop Novel TNFR2 Antagonists
Exclusive Option and License Agreement • February 16th, 2021

Boston and Cambridge, Mass. and Beijing, China (February 17, 2021): Boston Immune Technologies and Therapeutics, Inc. (BITT), a privately held developer of novel antagonist antibodies for cancer and other diseases, and BeiGene, Ltd. (NASDAQ: BGNE; HKEX: 06160) today announced that they have entered into an option and license agreement aimed at developing and commercializing BITT’s innovative tumor necrosis factor (TNF) receptor 2 (TNFR2) antagonist antibodies. BeiGene has secured an option to an exclusive license to develop, manufacture, and commercialize BITT’s proprietary TNFR2 antagonist antibodies in Asia (excluding Japan), Australia, and New Zealand. The companies plan to conduct Phase 1 clinical trials of BITR2101, BITT’s lead TNFR2 antagonist antibody, including planned combination studies with tislelizumab, BeiGene’s anti-PD-1 antibody.

EXCLUSIVE OPTION AND LICENSE AGREEMENT
Exclusive Option and License Agreement • January 15th, 2021 • Terns Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

This EXCLUSIVE OPTION AND LICENSE AGREEMENT (this “Agreement”) is entered into as of July 27, 2020 (the “Effective Date”), by and among HANSOH (SHANGHAI) HEALTHTECH CO., LTD., a corporation incorporated under the laws of China having its principal place of business at Room 102, Block 1 No. 298 Xiangke Road, China (Shanghai) Pilot Free Trade Zone, China (“Hansoh Healthtech”) and JIANGSU HANSOH PHARMACEUTICAL GROUP COMPANY LTD., a corporation incorporated under the laws of China having its principal place of business at No. 9 Dongjin Road, Huaguoshan Avenue, Lianyungang, Jiangsu, China (“Jiangsu Hansoh” and together with Hansoh Healthtech, “Hansoh”), and Terns Pharmaceutical, Inc., an exempted company organized and existing under the laws of the Cayman Islands and having a place of business at P.O. Box 613, Harbor Center, George Town, Grand Cayman KY1-1107, Cayman Islands (“Terns”), Terns, Inc., a corporation organized and existing under the laws of Delaware, U.S.A, having its principal

FIRST AMENDMENT TO THE EXCLUSIVE OPTION AND LICENSE AGREEMENT
Exclusive Option and License Agreement • October 3rd, 2022 • Yumanity Therapeutics, Inc. • Pharmaceutical preparations

THIS FIRST AMENDMENT TO THE EXCLUSIVE OPTION AND LICENSE AGREEMENT (the “1st Amendment”) is made effective as of November 27, 2019 (the “1st Amendment Effective Date”), between Kineta Chronic Pain, LLC, having a principal place of business at 219 Terry Avenue North, Suite 300, Seattle, Washington, 98109 (“Kineta”), and Genentech, Inc., having a principal place of business at 1 DNA Way, South San Francisco, California 94080 (“GNE”), and its Affiliates (collectively with GNE, the “Licensee”). Kineta and Licensee are each referred to herein individually as a “Party” and collectively as the “Parties”.

SECOND AMENDMENT TO THE EXCLUSIVE OPTION AND LICENSE AGREEMENT
Exclusive Option and License Agreement • October 3rd, 2022 • Yumanity Therapeutics, Inc. • Pharmaceutical preparations

THIS SECOND AMENDMENT TO THE EXCLUSIVE OPTION AND LICENSE AGREEMENT (the “2nd Amendment”) is made effective as of October 1, 2020 (the “2nd Amendment Effective Date”), between Kineta Chronic Pain, LLC, having a principal place of business at 219 Terry Avenue North, Suite 300, Seattle, Washington, 98109 (“Kineta”), and Genentech, Inc., having a principal place of business at 1 DNA Way, South San Francisco, California 94080 (“GNE”), and its Affiliates (collectively with GNE, the “Licensee”). Kineta and Licensee are each referred to herein individually as a “Party” and collectively as the “Parties”.

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