Strategic Collaboration, Option and License Agreement Sample Contracts

Strategic Collaboration, Option and License Agreement Between Akcea Therapeutics, Inc. And Novartis Pharma AG
Strategic Collaboration, Option and License Agreement • May 9th, 2017 • Ionis Pharmaceuticals Inc • Pharmaceutical preparations • New York

This STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT (the “Agreement”) is entered into as of the 5th day of January, 2017 (the “Execution Date”) by and between Akcea Therapeutics, Inc., a Delaware corporation, having its principal place of business at 55 Cambridge Parkway, Cambridge, MA 02142 USA, together with each of Akcea’s Affiliates (“Akcea”), andNovartis Pharma AG, a company organized under the laws of Switzerland, having its principal place of business at Lichtstrasse 35, 4002 Basel, Switzerland (“Novartis”). Novartis and Akcea each may be referred to herein individually as a “Party” or collectively as the “Parties.” Capitalized terms used in this Agreement, whether used in the singular or the plural, have the meaning set forth in Appendix 1. All attached appendices and schedules are a part of this Agreement. As of the Effective Date, Akcea is a wholly-owned subsidiary of Ionis Pharmaceuticals, Inc. (“Ionis”) and therefore Akcea and Ionis are Affiliates.

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Strategic Collaboration, Option and License Agreement • May 5th, 2020 • Massachusetts

EX-10.6 2 vrtx10k_2015-exhibit106.htm EXHIBIT 10.6 Exhibit 10.6 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Triple asterisks denote omissions. STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT BETWEEN VERTEX PHARMACEUTICALS INCORPORATED VERTEX PHARMACEUTICALS (EUROPE) LIMITED AND CRISPR THERAPEUTICS AG CRISPR THERAPEUTICS LIMITED CRISPR THERAPEUTICS, INC. TRACR HEMATOLOGY LTD. STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT This STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT (this “Agreement”) is entered into as of October 26, 2015 (the “Effective Date”) by and between, on the one hand, VERTEX PHARMACEUTICALS INCORPORATED, a corporation organized and existing under the laws of The Commonwealth of Massachusetts (“Vertex Parent”), and VERTEX PHARMACEUTICALS (EUROPE) LIMITED, a private limited liability company organized under the laws of England and Wales (“Vertex UK” and, together with Vertex Parent, “Vertex”) and, on

STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT BETWEEN VERTEX PHARMACEUTICALS INCORPORATED VERTEX PHARMACEUTICALS (EUROPE) LIMITED AND CRISPR THERAPEUTICS AG CRISPR THERAPEUTICS LIMITED CRISPR THERAPEUTICS, INC. TRACR HEMATOLOGY LTD.
Strategic Collaboration, Option and License Agreement • October 7th, 2016 • CRISPR Therapeutics AG • Biological products, (no disgnostic substances) • Massachusetts

This STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT (this “Agreement”) is entered into as of October 26, 2015 (the “Effective Date”) by and between, on the one hand, VERTEX PHARMACEUTICALS INCORPORATED, a corporation organized and existing under the laws of The Commonwealth of Massachusetts (“Vertex Parent”), and VERTEX PHARMACEUTICALS (EUROPE) LIMITED, a private limited liability company organized under the laws of England and Wales (“Vertex UK” and, together with Vertex Parent, “Vertex”) and, on the other hand, CRISPR THERAPEUTICS AG, a corporation organized under the laws of Switzerland (“CRISPR AG”), CRISPR THERAPEUTICS, INC., a corporation organized under the laws of the state of Delaware (“CRISPR Inc.”), CRISPR THERAPEUTICS LIMITED, a corporation organized under the laws of England and Wales (“CRISPR UK”) and TRACR HEMATOLOGY LTD, a UK limited company (“Tracr” and together with CRISPR AG, CRISPR Inc. and CRISPR UK “CRISPR”). Vertex and CRISPR each may be referred to herein

AMENDMENT No. 1 to the Strategic Collaboration, Option and License Agreement between Novartis Pharma AG and Akcea Therapeutics, Inc.
Strategic Collaboration, Option and License Agreement • May 9th, 2019 • Akcea Therapeutics, Inc. • Pharmaceutical preparations

This Amendment No. 1 (“Amendment”) is entered into as of February 22, 2019 (“Amendment Effective Date”) by and between Novartis Pharma AG, a Swiss corporation having its principal place of business at Lichtstrasse 35, CH-4056 Basel, Switzerland (“Novartis”), and Akcea Therapeutics, Inc., a Delaware corporation having its principal place of business at 22 Boston Wharf Road, 9th Floor, Boston, MA 02210, USA (“Akcea”). Novartis and Akcea are each referred to individually as a “Party” and together as the “Parties”.

AMENDMENT NO. 1 TO THE STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT
Strategic Collaboration, Option and License Agreement • December 18th, 2017 • CRISPR Therapeutics AG • Biological products, (no disgnostic substances) • Massachusetts

This Amendment No. 1 to the Strategic Collaboration, Option and License Agreement, dated October 26, 2015, between Vertex Pharmaceuticals Incorporated (“Vertex Parent”) and Vertex Pharmaceuticals (Europe) Limited (“Vertex UK” and together with Vertex Parent, “Vertex”), on the one hand, and CRISPR Therapeutics AG (“CRISPR AG”), CRISPR Therapeutics, Inc. (“CRISPR Inc.”), CRISPR Therapeutics Limited (“CRISPR UK”) and TRACR Hematology Ltd (“Tracr” and together with CRISPR AG, CRISPR Inc. and CRISPR UK “CRISPR”), on the other hand (this “Amendment”) is entered into as of this 12th day of December, 2017 (the “Amendment Effective Date”) by and between Vertex and CRISPR. Capitalized terms used and not defined herein have their respective meanings set forth in the Agreement (as defined below).

TO THE STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT
Strategic Collaboration, Option and License Agreement • February 15th, 2018 • Vertex Pharmaceuticals Inc / Ma • Pharmaceutical preparations • Massachusetts

This Amendment No. 1 to the Strategic Collaboration, Option and License Agreement, dated October 26, 2015, between Vertex Pharmaceuticals Incorporated (“ Vertex Parent ”) and Vertex Pharmaceuticals (Europe) Limited (“ Vertex UK ” and together with Vertex Parent, “ Vertex ”), on the one hand, and CRISPR Therapeutics AG (“ CRISPR AG ”), CRISPR Therapeutics, Inc. (“ CRISPR Inc. ”), CRISPR Therapeutics Limited (“ CRISPR UK ”) and TRACR Hematology Ltd (“ Tracr ” and together with CRISPR AG, CRISPR Inc. and CRISPR UK “ CRISPR ”), on the other hand (this “ Amendment ”) is entered into as of this 12th day of December, 2017 (the “ Amendment Effective Date ”) by and between Vertex and CRISPR. Capitalized terms used and not defined herein have their respective meanings set forth in the Agreement (as defined below).

AMENDMENT NO. 2 TO THE STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT
Strategic Collaboration, Option and License Agreement • July 29th, 2019 • CRISPR Therapeutics AG • Biological products, (no disgnostic substances)

This AMENDMENT NO. 2 TO THE STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT (this “Amendment”) is entered into as of June 6, 2019 (the “Amendment Execution Date”) by and between, on the one hand, Vertex Pharmaceuticals Incorporated, a corporation organized and existing under the laws of The Commonwealth of Massachusetts (“Vertex Parent”), and Vertex Pharmaceuticals (Europe) Limited, a private limited liability company organized under the laws of England and Wales (“Vertex UK” and, together with Vertex Parent, “Vertex”) and, on the other hand, Crispr Therapeutics AG, a corporation organized under the laws of Switzerland (“CRISPR AG”), Crispr Therapeutics, Inc., a corporation organized under the laws of the state of Delaware (“CRISPR Inc.”), Crispr Therapeutics Limited, a corporation organized under the laws of England and Wales (“CRISPR UK”) and Tracr Hematology Ltd, a UK limited company (“Tracr” and together with CRISPR AG, CRISPR Inc. and CRISPR UK “CRISPR”). Vertex and CRISPR e

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