Research and License Agreement Sample Contracts

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ARTICLE 1 DEFINITIONS
Research and License Agreement • March 31st, 2003 • Siga Technologies Inc • Pharmaceutical preparations • Delaware
CONFIDENTIAL ***Text Omitted and Filed Separately with the Securities and Exchange Commission. Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and Rule 406 of the Securities Act of 1933, as amended. CONFIDENTIAL Execution Copy...
Research and License Agreement • May 5th, 2020 • Pennsylvania

This Amended and Restated Research and License Agreement (“Agreement”) dated as of December 22, 2004, is by and between Centocor, Inc., a Pennsylvania corporation having its principal place of business at 200 Great Valley Parkway, Malvern, Pennsylvania, 19355 (“CENTOCOR”), and MORPHOSYS AG, a German stock corporation with its principal place of business at Lena-Christ-Str. 48, 82152 Martinsried/Planegg, Germany (together with its Affiliates, “MORPHOSYS”), and amends and restates, from and after the date hereof, the Research and License Agreement having an Effective Date of December 29, 2000, as amended by a First Amendment on February 28, 2001, and again by a Second Amendment on April 21, 2003. MORPHOSYS and CENTOCOR are each hereafter referred to individually as a “Party” and together as the “Parties”.

Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • January 14th, 2005 • Icagen Inc • Pharmaceutical preparations • Illinois
RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • August 15th, 2019 • Scopus BioPharma Inc. • Pharmaceutical preparations

This Research and License Agreement (“Agreement”) is made in Jerusalem this 8 day of August 2019 (the “Effective Date”), by and between:

THIRD ADDENDUM AGREEMENT Dated: March 23, 2010 BY AND BETWEEN YEDA RESEARCH AND DEVELOPMENT COMPANY LTD. of P.O. Box 95, Rehovot 76100, Israel (hereinafter “Yeda”) and BRAINSWAY. INC. a company duly registered under the laws of the state of Delaware,...
Research and License Agreement • January 14th, 2019 • Brainsway Ltd. • Surgical & medical instruments & apparatus

WHEREAS The Research defined under the R&L Agreement was extended by two Research extensions, pursuant to the First Addendum Agreement dated: August 19, 2007 and the Second Addendum Agreement, dated: March 5, 2009 (collectively, the “Extensions”); and

Contract
Research and License Agreement • September 20th, 2007 • Protalix BioTherapeutics, Inc. • Biological products, (no disgnostic substances)

Portions of this exhibit have been omitted pursuant to a request for confidential treatment. The omitted portions, marked by [***], have been separately filed with the Securities and Exchange Commission.

RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • June 20th, 2012 • Stemline Therapeutics Inc • Pharmaceutical preparations • Texas

This RESEARCH AND LICENSE AGREEMENT (this “Agreement”), dated as of June 15, 2006 (the “Effective Date”), is made by and between Scott and White Memorial Hospital and Scott, Sherwood and Brindley Foundation for itself and for its Affiliate, Scott & White Clinic (collectively, “S&W”), Texas non-profit corporations, located at 2401 S 31st Street, Temple, Texas 76508; Arthur E. Frankel, M.D.; and Stemline Therapeutics, Inc., a Delaware corporation having a principal place of business located at ***, New York, New York 10128 (“Stemline”).

CONFIDENTIAL TREATMENT REQUESTED UNDER RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. […***…] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS...
Research and License Agreement • April 3rd, 2017 • Zymeworks Inc. • Pharmaceutical preparations • New York

THIS AMENDED AND RESTATED RESEARCH AND LICENSE AGREEMENT (the “Agreement”), effective as of December , 2014 (the “Restatement Effective Date”), by and between Merck Sharp & Dohme Research GmbH, a corporation organized and existing under the laws of Switzerland, with its principal business office located at Weystrasse 20, 6000 Lucerne 6, Switzerland (“Merck”) and ZYMEWORKS INC., a corporation organized and existing under the laws of Canada, and extraprovincially in British Columbia, having an address at 540-1385 West 8th Avenue, Vancouver, BC, Canada V6H 3V9 (“Zymeworks”). Zymeworks and Merck are each referred to individually as a “Party” and together as the “Parties”.

Execution Copy SECOND AMENDED AND RESTATED RESEARCH AND LICENSE AGREEMENT between FOVEA PHARMACEUTICALS SA and COMBINATORX, INCORPORATED Dated July 22, 2009
Research and License Agreement • July 23rd, 2009 • Combinatorx, Inc • Pharmaceutical preparations • New York

This Second Amended and Restated Research and License Agreement (the “Agreement”) is dated as of July 22, 2009 (the “Effective Date”) and is between Fovea Pharmaceuticals SA, a company organized and existing under the laws of, France, with an office at Institut de la Vision, 1 rue Moreau 75012 Paris, France (“Fovea”), and CombinatoRx, Incorporated, a company organized and existing under the laws of Delaware, with an office at 245 First Street, Cambridge, MA 02142 (“CombinatoRx”) and amends and restates in its entirety the Amended and Restated Research and License Agreement between Fovea and CombinatoRx (the "Amended and Restated Agreement") dated as of June 12, 2007 (the "Amended and Restated Agreement Effective Date"). Each of Fovea and CombinatoRx are sometimes referred to herein as a “Party” and together as the “Parties.”

Confidential Treatment Requested. Confidential portions of this document have been redacted and filed separately with the Commission. ***** Confidential material redacted and filed separately with the Commission. RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • August 23rd, 2005 • XTL Biopharmaceuticals LTD • Pharmaceutical preparations • London

RESEARCH AND LICENSE AGREEMENT (the “Agreement”) made and entered into as of April 18, 2000 the “Effective Date”), by and between DRK BLUTSPENDEDIENDST BADEN-WURTTENBERG, INSTITUT ULM (the “Licensor”), having an address at Postfach 15 64, U-89005 Ulm, Germany, and XTL BIOPHARMACEUTICALS, LTD. (the “Company”), having an address at Kiryat Weizmann, P.O. Box 370, Rehovot, 76100, Israel.

RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • February 26th, 2016 • Todos Medical Ltd. • In vitro & in vivo diagnostic substances

This Agreement is entered into as of this 8th day of April, 2010 (the “Effective Date”), by and between a company to be incorporated under the laws of the State of Israel (the “Company”) (until the Company is incorporated, Crow Technologies 1977 Ltd. Shall be in place of the Company); B.G. Negev Technologies and Applications Ltd., number 510785207, a company formed under the laws of Israel, having a place of business at 1 Henrietta Szold St., Beer Sheva, 84105 (“BG Negev”); and Mor Research Applications Ltd. a company incorporated under the laws of the State of Israel having a place of business at 38 HaBarzel St, Tel Aviv 69710 (“Mor”). BG Negev and Mor shall be referred to hereinafter jointly and severally as “Licensors” and each as a “Licensor”.

RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • June 29th, 2015 • Immune Pharmaceuticals Inc • Pharmaceutical preparations

YISSUM RESEARCH DEVELOPMENT COMPANY OF THE HEBREW UNIVERSITY OF JERUSALEM, LTD., of Hi Tech Park, Edmond J. Safra Campus, Givat Ram, Jerusalem 91390, Israel (“Yissum”) of the one part; and

AMENDED RESEARCH AND LICENSE AGREEMENT Execution Copy
Research and License Agreement • June 10th, 2013 • Prosensa Holding B.V. • Pharmaceutical preparations

This AMENDED RESEARCH AND LICENSE AGREEMENT (the “Agreement”) is made between Prosensa Holding B.V., a company organized under the laws of The Netherlands, having its principal place of business at Leiden at Wassenaarseweg 72 (2333 AL) Leiden (“Prosensa”) and Academisch Ziekenhuis Leiden, acting under the name of Leiden University Medical Center, organized under the laws of The Netherlands, having its principal place of business at Albinusdreef 2, 2333 ZA Leiden (“LUMC”);

CONFIDENTIAL RESEARCH AND LICENSE AGREEMENT between Janssen Biotech, Inc. and Aduro Biotech, Inc. Executed as of October 13, 2014
Research and License Agreement • March 11th, 2015 • Aduro Biotech, Inc. • Pharmaceutical preparations • New York

This Research and License Agreement (this “Agreement”) is made on the 13th day of October 2014 (the “Execution Date”) by and between Aduro Biotech, Inc., a Delaware corporation having a principal place of business at 626 Bancroft Way, 3C, Berkeley, CA 94710 (hereinafter “Aduro”) and Janssen Biotech, Inc., a Pennsylvania corporation, having a place of business at 800 Ridgeview Drive, Horsham, PA 19044 (hereinafter “JBI”). Aduro and JBI may be referred to individually herein as a “Party” or together as the “Parties”.

RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • April 19th, 2018 • Eloxx Pharmaceuticals, Inc. • Services-commercial physical & biological research

This Research and License Agreement is entered into as of this 29th day of August 2013 (the “Effective Date”), by and among Technion Research and Development Foundation Ltd., a company formed under the laws of Israel, having a place of business at the Technion City, Haifa 32000, Israel (“TRDF”) and Eloxx Pharma Ltd., a company formed under the laws of Israel, having a place of business at 14 Shenkar St. Herzelia, Israel (“Licensee”).

RESEARCH AND LICENSE AGREEMENT BETWEEN EYETECH PHARMACEUTICALS, INC. AND ARCHEMIX CORP. Dated April 8, 2004
Research and License Agreement • December 19th, 2008 • Nitromed Inc • Pharmaceutical preparations • New York

This Research and License Agreement (the “Agreement”) is made and entered into as of this 8th day of April 2004 (the “Effective Date”) between Archemix Corp., a Delaware corporation with offices at One Hampshire Street, Cambridge, MA 02139 (“ARCHEMIX”), and Eyetech Pharmaceuticals, Inc., a Delaware corporation with offices at 500 Seventh Avenue, 18th Floor, New York, New York 10018 (“EYETECH”).

FIFTH ADDENDUM AGREEMENT (“this Addendum”) Dated: February 22, 2018 (“Effective Date”) BY AND BETWEEN YEDA RESEARCH AND DEVELOPMENT COMPANY LTD. of P.O. Box 95, Rehovot 76100, Israel (hereinafter “Yeda”) and BRAINSWAY, INC. a company duly registered...
Research and License Agreement • January 14th, 2019 • Brainsway Ltd. • Surgical & medical instruments & apparatus

WHEREAS Yeda and the Company (collectively, “the Parties”) are parties to a Research and License Agreement dated June 2, 2005, as amended by the First Addendum Agreement effective from June 1, 2007; the Second Addendum Agreement effective from August 20, 2008; the Third Addendum effective from March 23, 2010 (“Third Addendum”); the Fourth Addendum Agreement effective from August 1, 2009 (as amended by the First Amendment to the Fourth Addendum dated May 11, 2010) (all of the above, together, “R&L Agreement”); and

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RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • September 2nd, 2020 • Scopus BioPharma Inc. • Pharmaceutical preparations

This Research and License Agreement (“Agreement”) is made in Jerusalem this 8 day of August 2019 (the “Effective Date”), by and between:

Re: First Amendment of Research and License Agreement, Dated April 15, 2004, by and Among BioLineRX Ltd., Ramot at Tel Aviv University, Ltd and Bar-Ilan Research and Development Company Ltd. the "Agreement")
Research and License Agreement • July 1st, 2011 • BioLineRx Ltd. • Pharmaceutical preparations

You have brought to our attention the fact that Section 9.1.1 of the Agreement (Licensor Confidential Information) has created a problem with respect to your ability to enter into agreements with potential contractors/collaborators and to attract investors. Specifically, the provision states that your obligations of confidentiality and non-use (other than for the purposes of the Agreement) remain in effect during the term of the agreement, and for five (5) years thereafter. As you have explained to us, potential contractors/collaborators are unwilling to be bound by such confidentiality and non-use obligations with respect to the Confidential Information (as defined in the Agreement) for such undefined term. Therefore, in order to enable you to continue to develop Licensed Product (as defined in the Agreement) and to exercise your rights and fulfill your obligations under the Agreement, we hereby agree to amend the agreement as follows, effective immediately:

RESEARCH AND LICENSE AGREEMENT (HVC)
Research and License Agreement • September 21st, 2006 • Rosetta Genomics Ltd. • Pharmaceutical preparations

This agreement (the "Agreement") is made and entered into as of the 30 day of May, 2005 (the "Effective Date") by and between Rosetta Genomics Ltd., a private company registered under the laws of the State of Israel, of 10 Plaut Street, Science Park, Rehovot, Israel ("Rosetta") and Hadasit Medical Research Services and Development Ltd., a private company registered under the laws of the state of Israel, of Hadassah Medical Hospital, POB 12000, Jerusalem, Israel ("Hadasit").

AND
Research and License Agreement • September 11th, 1997 • Megabios Corp • Services-commercial physical & biological research • Indiana
CONFIDENTIALTREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION SECOND AMENDMENT TO THE AMENDED AND RESTATED RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • March 30th, 2015 • MultiVir Inc. • Pharmaceutical preparations • New York

This Amendment to the Amended and Restated Research and License Agreement, is hereinafter referred to as the “Second Amendment”.

1 EXHIBIT 10.36 RESEARCH AND LICENSE AGREEMENT DATED OCTOBER 26, 2000
Research and License Agreement • November 16th, 2000 • Array Biopharma Inc • Services-medical laboratories • Colorado
RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • July 1st, 2011 • BioLineRx Ltd. • Pharmaceutical preparations

This License Agreement is entered into as of this 15 day of April, 2004 (the “Effective Date”), by and among BioLineRx Ltd., a company formed under the laws of Israel, having a place of business at 19 Hartum Street, P.O. Box 45158, Jerusalem, 91450, Israel (“BioLine”); Bar-Ilan Research and Development Company Ltd., a company formed under the laws of Israel, having a place of business at Bar-Ilan University, Ramat Gan, 52900 (“BIRAD”); and Ramot at Tel Aviv University Ltd., a company formed under the laws of Israel, having a place of business at Tel Aviv University in Ramat-Aviv, Tel Aviv 61392, Israel (“Ramot”). BIRAD and Ramot shall be referred to together as the “Licensors”.

Confidential material redacted and filed separately with the Commission. CONFIDENTIAL TREATMENT REQUESTED. Confidential portions of this document have been redacted and separately filed with the Commission. RESEARCH AND LICENCE AGREEMENT By and...
Research and License Agreement • August 29th, 2005 • XTL Biopharmaceuticals LTD • Pharmaceutical preparations

WHEREAS in the course of research conducted at the Weizmann Institute of Science, Rehovot (hereinafter “the Institute”), ***** (hereinafter “*****”) has developed certain technology constituting the subject matter of the patent applications listed in the attachment hereto marked “A” and constituting an integral part hereof (hereinafter collectively “the Existing Applications” and “the Existing Technology”); and

AUTOGEN Pty Ltd and LIPHA S.A.
Research and License Agreement • June 23rd, 2005 • Chemgenex Pharmaceuticals LTD • American depositary receipts
AMENDMENT AGREEMENT
Research and License Agreement • July 1st, 2011 • BioLineRx Ltd. • Pharmaceutical preparations

THIS AMENDMENT AGREEMENT, dated as of the 7th day of March, 2006, (the "Effective Date"), is entered into by and between BioLineRx Ltd. ("BioLine"), Bar-Ilan Research and Development Company Ltd. ("BIRAD") and Ramot at Tel Aviv University Ltd. ("Ramot", and together with BIRAD, the "Licensors").

RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • November 4th, 2015 • Xencor Inc • Pharmaceutical preparations • California

This Research and License Agreement (the “Agreement”) is entered into as of September 15, 2015 (the “Effective Date”), by and between Xencor, Inc., a corporation organized under the laws of the State of Delaware (“Xencor”), having an address of 111 West Lemon Avenue, Monrovia, California 91016, and Amgen Inc., a corporation organized under the laws of the State of Delaware (“Amgen”), having an address of One Amgen Center Drive, Thousand Oaks, California 91320.

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