Royalty Report: Drugs, Antibody, Cancer – Collection: 279345

$150.00

Curated Royalty Rate Report
Created On: 2020-07-15, Record Count: 20

Description

This collection of transactions and supporting information was developed using our AI algorithm to curate similar royalty reports into a cohesive collection to support your licensing, transfer pricing or other transaction scenarios where documented royalty rates and/or deal terms are important.
Created On: 2020-07-15
Record Count: 20

Primary Industries

  • Drugs
  • Antibody
  • Cancer
  • Therapeutic
  • Disease
  • Drug Discovery
  • Proteins
  • Immune
  • DNA
  • Diagnostic
  • Pharmaceuticals
  • HIV / AIDs

IPSCIO Report Record List

Below you will find the records curated into this collection.  This summary includes the complete licensed property description so that you can review and determine if this collection covers the topics, technology or transaction type that is relevant for your needs.  The full report will include all relevant deal data such as the royalty base, agreement date, term description, royalty rates and other deal terms.  For reference, here is a sample of a full IPSCIO curated royalty rate report: Sample Report

IPSCIO Record ID: 279345

License Grant
The English Licensor hereby grants to the English Licensee (i) a non-exclusive worldwide sublicense, with the right to grant further Sublicenses, under the Licensed Patent Rights to make, have made, use, import, offer for sale, and/or sell Licensed Products; and (ii) an exclusive worldwide license, with the right to grant Sublicenses, under the Licensor IP to make, have made, use, import, offer for sale, and/or sell Licensed Products.
License Property
US Patent #5,225,539 – Recombinant altered antibodies and methods of making altered antibodies

Licensed Product shall mean a product comprising a Humanized Antibody, the manufacture, use, offer for sale, sale, or importation of which by an unlicensed third party would infringe one or more Valid Claims of the Licensed Patent Rights, or which incorporates Licensor IP or Licensor Inventions.  The term “Licensed Product” does not include chimeric antibodies or murine antibodies.

Humanized Antibody shall mean an antibody that binds to Sphingosine-1-phosphate and is made by Licensor under this Agreement, the antibody comprising murine complementarity determining regions derived from Sphingomabâ„¢ together with human framework regions, and any modifications thereof.

Licensed Patent Rights shall mean the patents and patent applications licensed to Licensor and with respect to which Licensor has the right to authorize and grant sublicenses, as detailed in hereto, including any divisions, renewals, continuations, extensions, reexaminations, reissues, or continuations-in-part (to the extent that any such continuation-in-part claims subject matter as disclosed in the patents and applications listed thereof, as well as any patent that issues from any of the foregoing.

Licensor IP shall mean (i) any Licensor Invention and (ii) all patented and non-patented proprietary technology and information, in any form whatsoever, that is: (a) necessary or useful for making and using the Licensed Products, without regard to whether or not the technology or information is patentable; (b) owned, controlled, or developed by Licensor, as of the Effective Date or hereafter during the term of this Agreement; and (c) provided by Licensor to Licensee hereunder, including, but not limited to discoveries, formulae, materials, practices, methods, knowledge, know-how, processes, trade secrets, ideas, concepts, manufacturing, engineering, standard operating procedures, flow diagrams and charts, quality assurance, quality control data, technical data, manufacturing technology, research data and records, and all other confidential or proprietary technical and business information relating to the humanization of murine antibodies, generation of chimeric antibodies, or any gene expression vectors used in such methods and all improvements or modifications thereto.  For purposes of clarity, Licensor IP includes Licensor Inventions that satisfy (a), (b) and (c), above, while Licensor IP does not include Licensed Patent Rights as defined hereunder.

Licensor Invention shall mean any discovery or invention to the extent (i) made or conceived or reduced to practice by or on behalf of Licensor in the performance of the humanization of Licensees Sphingomabâ„¢ antibody under this Agreement, whether or not patentable, and (ii) covering only generally applicable methods or techniques for humanizing antibody proteins or for constructing a vector or reagent used to humanize or express an antibody.

Field of Use
Licensee’s lead product candidate, Sphingomab™, is a monoclonal antibody (mAb) against sphingosine-1-phosphate (S1P), an innovative and validated cancer target.

Sphingomabâ„¢ is the original mouse version of this monoclonal antibody.

IPSCIO Record ID: 203270

License Grant
The English Licensor grants (i) a non-exclusive worldwide sublicense, with the right to grant further Sublicenses, under the Licensed Patent Rights to make, have made, use, import, offer for sale, and/or sell Licensed Products; and (ii) an exclusive worldwide license, with the right to grant Sublicenses, under the Licensors Intellectual Property, to make, have made, use, import, offer for sale, and/or sell Licensed Products.

Licensee shall be entitled to grant further non-exclusive Sublicenses to its Licensees to make, have made, use, import, offer for sale, and/or sell Licensed Products.

License Property
The Licensed Product shall mean a product comprising a Humanised Antibody, the manufacture, use, offer for sale, sale, or importation of which by an unlicensed third party would infringe one or more Valid Claims of the Licensed Patent Rights, or which incorporates Licensors Intellectual Property or Inventions, not including chimeric antibodies or murine antibodies.

The patents are for Recombinant DNA Products and Methods and Multichain Polypeptides or Proteins and Processes for their Production.

Licensor has genetic engineering expertise to modify murine antibodies wherein certain regions of the immunoglobulin are changed from mouse to human, which modification is sometimes, in one aspect, referred to as humanising or humanisation.

The Antibody are either Antibody IN-NO1 or Antibody IN-C02 and Antibodies shall mean both Antibody IN-NO1 and Antibody IN-C02.

Field of Use
Two companies have entered into an agreement under which Licensor will use its proprietary technology and advanced know-how to humanize Intellect's beta-amyloid specific, monoclonal antibodies for the treatment of Alzheimer's disease. The antibodies are intended as a form of passive immunization to promote clearance from the brain of the endogenous soluble Alzheimer's toxin, beta-amyloid, where it accumulates and causes devastating damage to victims of the disease. Humanization is an essential step in making antibodies safe for use in humans.

IPSCIO Record ID: 275845

License Grant
Licensor grants to Swiss Licensee and to Licensee’s Affiliates, during the Commercialization Term, the exclusive (even as to Licensor) right and license under the Licensor Know-How and Licensor Patents to (i) market, promote, and detail Nutley Dac in the Licensee Territory solely for use in Transplant Induction, and (ii) to sell and offer for sale Nutley Dac in the Licensee Territory under the Trademarks. In addition, Licensor grants to Licensee and to Licensee’s Affiliates, the nonexclusive right under the Licensor Know-How and Licensor Patents to make, have made, use and import Nutley Dac, but only to the extent reasonably necessary for Licensee to carry out its rights and obligations under this Second Amended and Restated Worldwide Agreement. Licensee may sublicense the rights and licenses granted to Licensee, subject to Licensor’s written consent, which consent Licensor may not unreasonably withhold. It shall be deemed reasonable for Licensor to withhold consent with respect to sublicense by Licensee of any of the rights or licenses to any other entity that is developing (in at least one Phase II clinical trial with directional human efficacy data), or marketing or selling in a Major Country any product for the treatment of any Autoimmune Indication. Notwithstanding the preceding sentence, Licensee and its Affiliates may use Third Party distributors in accordance with their customary practices. All sublicenses granted by Licensee or its Affiliates of the licenses set forth in this agreement shall automatically terminate at the end of the Commercialization Term.
License Property
Nutley Dac shall mean the FDA-approved form of Daclizumab manufactured at Licensee’s Nutley, New Jersey facility as of the Amendment Effective Date.

Daclizumab shall be deemed to be a Licensed Product, a humanized antibody now known by the generic name daclizumab, which binds to the interleukin-2 receptor (“IL-2R”). Daclizumab means any product that contains humanized anti-Tac (as defined under Field).

Licensed Product means any product, other than an Excluded Product, in the Field, including any Combination Product, the making, importation, use, offer for sale, or sale of which utilizes Licensee Know-How, Licensee Patents, or Joint Inventions or would, in the absence of this Second Amended and Restated Worldwide Agreement, infringe a Valid Claim of a Licensee Patent.

Combination Product means any product containing both an ingredient that causes it to be considered a Licensed Product and one or more other therapeutically active ingredients.

Other Licensed Products means all Licensed Products other than Daclizumab.

Licensor Patents means all patent applications owned or Controlled by Licensor alone or with a Third Party (“Sole Licensor Patents”) and all patent applications resulting from Joint Inventions (“Joint Licensee-Licensor Patents”) Covering Daclizumab, which are filed prior to or during the term of the 1989 Agreements, the 1999 Agreements or this Second Amended and Restated Worldwide Agreement in the United States or any foreign jurisdiction, including any addition, continuation, continuation-in-part or division thereof or any substitute application therefor; any patent issued with respect to such patent application, any reissue, extension or patent term extension of any such patent, and any confirmation patent or registration patent or patent of addition based on any such patent; and any other United States or foreign patent or inventor’s certificate covering products in the Field.

Licensor Patent Rights:
Patent No. 5,585,089, “Humanized Immunoglobulins,” issued December 17, 1996.
Patent No. 5,693,761, “Polynucleotides Encoding Improved Humanized Immunoglobulins,” issued December 2, 1997.
Patent No. 5,693,762, “Humanized Immunoglobulins,” issued December 2, 1997.
Patent No. 6,180,370 “Humanized Immunoglobulins and Method of Making the Same”, issued January 30, 2001.

Trademarks means the trademark “Zenapax®,” and all trademark registrations and applications therefor, and all goodwill associated therewith, and all other trademarks owned by Licensee (except for any Licensee housemarks or trade names) and used in connection with the sale or promotion of Nutley Dac in the Licensee Territory.

Licensor Know-How means, except as otherwise set forth, all inventions, discoveries, trade secrets, information, experience, data, formulas, procedures and results in the Field, and improvements thereon, including any information regarding the physical, chemical, biological, toxicological, pharmacological, clinical, and veterinary data, dosage regimens, control assays and specifications of Daclizumab.

Licensee Patents means both the Licensee Owned Patents and the Licensee Controlled Patents.

Licensee Owned Patents means all patent applications owned by Licensee or its Affiliates (“Sole Licensee Patents”) alone or with a Third Party, and all patent applications resulting from Joint Inventions (“Joint Licensee-Licensor Patents”) covering inventions in the Field that are filed prior to or during the term of this Second Amended and Restated Worldwide Agreement in the United States or any foreign jurisdiction, including any addition, continuation, continuation-in-part or division thereof or any substitute application therefor; any patent issued with respect to such patent application, any reissue, extension or patent term extension of any such patent, and any confirmation patent or registration patent or patent of addition based on any such patent; and any other United States or foreign patent or inventor’s certificate covering inventions in the Field. Licensee Owned Patents as of the Effective Date are, specifically, those listed.
Serial No. 60/416,302 – Use of IL-2 Receptor Antibodies

Joint Inventions means any inventions in the Field, whether patented or not, that are jointly made during the period beginning on January 31, 1989 and continuing until the end of the Commercialization Term by at least one (1) Licensor employee or person contractually required to assign or license patent rights covering such inventions to Licensor and at least one (1) Licensee-Nutley or Licensee employee or person contractually required to assign or license patent rights covering such inventions to Licensee-Nutley or Licensee.

Field of Use
Field means any humanized or chimeric antibody that binds to IL-2R, where “humanized” means a genetically engineered combination of a substantially human framework region and constant region, and complementarity determining regions from non-human antibodies, and where “chimeric” means a genetically engineered combination of human constant region and non-human variable region. “Antibodies in the Field” means humanized and chimeric antibodies that bind to IL-2R. It is believed that these Antibodies in the Field may be useful for therapeutic, diagnostic, imaging and similar purposes. It is understood that the Field includes, but is not limited to, that certain humanized murine monoclonal antibody prepared against the p55 component of IL-2R (“humanized anti-Tac”). Furthermore, the Field includes, but is not limited to, all improvements relating to humanized anti-Tac, including without limitation modifications in structure introduced by genetic engineering, or by chemical or enzymatic cleavage. Also included within the Field shall be alternate hosts for producing humanized anti-Tac, methods for purification, formulations incorporating humanized anti-Tac, and uses and methods of use for humanized anti-Tac in human medicine.

Daclizumab is a therapeutic humanized monoclonal antibody which was used for the treatment of adults with relapsing forms of multiple sclerosis.

IPSCIO Record ID: 280819

License Grant
For the Research the German Licensor grants a non-exclusive research license under Licensor Background Inventions and Licensors rights in Collaboration Data, Collaboration Materials and Collaboration Inventions, to perform its obligations under the Collaboration Plan.

For the Commercial License,  Licensor grants an exclusive, worldwide license to make, have made, use, have used, sell, have sold, offer for sale, import and have imported Licensed Products for use in the Field directed to such Licensee Target under Licensor Background Inventions, and under Licensors rights in all Patent Rights and Collaboration Inventions and Collaboration Material pertaining to such Licensee Target and Licensed Products, or the uses thereof in the Field.

License Property
Licensors HuCAL Technologies shall mean the HuCAL library and associated technologies.   The library data is for a Design of Human Combinatorial Antibody Library-Fab (HuCAL-Fab).
Field of Use
The field shall mean all therapeutic indications.  With this agreement, the Parties will collaborate in the discovery and development of human monoclonal antibodies against certain specified Licensee Targets,  to generate and characterize antibodies and optimize those antibodies and  use their expertise in developing antibodies in pre-clinical and clinical settings.

The two companies will collaborate on the development of human antibodies for the treatment of cancer.

IPSCIO Record ID: 260370

License Grant
The Regents grants to the Licensee a license under its rights in and to Patent Rights to make, have made, use, Sell, offer for Sale and import Licensed Products and to practice Licensed Methods, in the United States and in other countries where The Regents may lawfully grant such licenses, only in the Field of Use.

The Regents grants to the Licensee a license under its rights in and to Property Rights to make, have made and use the Biological Materials to make, have made, use, Sell, offer for Sale and import Licensed Products, or to practice Licensed Methods, in the United States and in other countries where The Regents may lawfully grant such licenses, only in the Field of Use.

License Property
The Certain inventions are generally characterized as:
—  High Affinity Human Antibodies to Novel Tumor Antigens;
—  Bi-specific Single Chain Fv scFv Antibody Molecule; and,
—  Human Erb-B Antibodies.
Field of Use
The Field of Use means use as a therapeutic or diagnostic in humans. The Field of Use specifically excludes providing Licensed Services to third parties; the Sale, transfer, lease, exchange or other disposition or provision of Biological Materials, other than as incorporated in Licensed Products for Sale or as expressly permitted in this Agreement; the making, using or Selling of Biological Materials or Licensed Products for use in drug discovery or as a research reagent (other than for the development of Licensed Products);  the making, using or Selling of Non-Patent Products; and (v) all other uses and applications of Biological Material or Licensed Products, except as expressly permitted in this Agreement.

IPSCIO Record ID: 279976

License Grant
Licensor hereby grants to Licensee through the period and subject to the limitation on the number of Antigens, the right to receive for each Antigen designated by Licensee, a nonexclusive, worldwide license under the Licensor Licensed Patents to make, have made, use, import, offer to sell and sell Antibodies pursuant to a Licensor License Agreement. This right shall not extend to the Licensor Named Antigens.  The rights of Licensee under the Licensor License Agreements shall include the right to grant sublicenses for Antibodies in accordance with the terms of the applicable Licensor License Agreement.  Each license elected by Licensee hereunder shall be pursuant to a separate Licensor License Agreement and effective as of the date of execution by both parties.
License Property
Antigen means a target molecule, usually a protein, to which an Antibody specifically binds and includes all epitopes on that target molecule.

Antibody means any antibody directed against an Antigen and shall include, without limitation, monospecific and bispecific antibodies (but a separate license shall be required for the antigen involved for each arm of  a  bispecific antibody); less than full-length antibody forms such as Fv, Fab, and F(ab)2; single-chain antibodies; and antibody conjugates bound to a toxin, label or other moiety.  The term 'Antibody' shall include any and all such constructs directed against any particular Antigen.

Licensor Licensed Patents mean the following patents and patent applications known generally as the Cabilly patents and patent applications:

(a) U.S. Patent No. 4,816,567 and the claims relating to chimeric antibodies found in patents or patent applications arising from divisionals, continuations or continuations-in-part of any application from which U.S. Patent No. 4,816,567 claims priority or any substitute applications therefor, any patent issued with respect to any such patent application, any reissue, extension or patent term extension of any such patent, and any confirmation patent or registration patent or patent of addition based on any such patent  as well as the foreign counterparts of the foregoing and any and all reissues, reexaminations or extensions of the foregoing (but in any event excluding U.S.S.N. 07/205,419 and foreign counterparts thereof) ('Chimera Patents') and (b)  any patent issuing based on U.S.S.N. 07/205,419 (a continuation of the application maturing into U.S. Patent No. 4,816,567) relating to the coexpression of immunoglobulin chains in recombinant host cells, as well as the divisionals, continuations or continuations-in-part of such U.S.S.N. 07/205,419.

4,816,567 – Recombinant immunoglobin preparations

Field of Use
This agreement pertains to the drug industry.

IPSCIO Record ID: 240604

License Grant
Research: License hereby grants Licensee a non-exclusive, worldwide, non-transferable, royalty-free license for internal use under the Licensor Patents, Licensor Know-How and Licensors interest in the Joint Patents to the extent necessary (i) to permit Licensee to conduct its obligations and (ii) to use and characterize Targets, including, without limitation, the Overlap Targets. The license set forth above includes the right to sublicense.

Pre-Opt-In Products and Licensee Products. Subject to the terms of this Agreement, Licensor hereby grants Licensee a worldwide, exclusive license, including the right to sublicense, under the Licensor Patents, Licensor Know-How and Licensors interest in the Joint Patents (i) to use the Targets (other than Overlap Targets) for the purpose of creating, developing and marketing antibodies for commercial purposes, (ii) to use Antibody Target Candidates and Antibody Targets to make, have made, use, develop and test Antibodies, and (iii) to make, have made, use, develop, test, sell, offer to sell, have sold and import Pre-Opt-In Products and Licensee Products. Such license shall include all human prophylactic and therapeutic indications for Pre-Opt-In Products and Licensee Products and shall be milestone and royalty-bearing as set forth. The exclusivity of the license set forth is subject to Licensors retained rights.

Co-Funded Products:  Licensor hereby grants Licensee a worldwide, co- exclusive license (with Licensor), including the right to sublicense, under the Licensor Patents, Licensor Know-How and Licensors interest in the Joint Patents to make, have made, use, develop, test, sell, offer to sell, have sold and import Co-Funded Products. Such license shall include all human prophylactic and therapeutic indications and shall involve profit-sharing with respect to any such Product in lieu of royalties and milestones.

Licensee Diagnostic Products:  Licensor hereby grants Licensee a worldwide, co-exclusive license, including the right to sublicense, under the Licensor Patents, Licensor Know-How and Licensors interest in the Joint Patents to make, have made, use, develop, test, sell, offer to sell, have sold and import Licensee Diagnostic Products. At the time Licensee identifies a Third Party manufacturer for any such Licensee Diagnostic Product, Licensee may request the co-exclusive license be converted to an exclusive license. Licensor agrees to grant Licensee an exclusive license unless_a diagnostic product for the same Antibody Target has been submitted to the FDA for marketing approval. Such license shall include all human diagnostic indications and shall be, with respect to Licensee Diagnostic Products developed for use with Licensee Products, milestone and royalty-bearing as set forth and shall involve profit-sharing, with respect to Licensee Diagnostic Products developed for use with Co-Funded Products, in lieu of royalties as set forth.   Any exclusive license granted shall be subject to a retained right by Licensor and its licensees to make, have made, use, have used, develop, have developed and test Licensee Diagnostic Products for (i) internal research purposes or (ii) drug discovery, clinical development, pharmacogenomics analysis and inclusion in the labeling of non-antibody therapeutics and prophylactics against the same Antibody Target.

Antibody Inventions:  Licensor hereby grants Licensee a worldwide, exclusive license, including the right to sublicense, under the Antibody Patents that claim Antibody Inventions invented solely or jointly by Licensee to practice such Antibody Inventions for all purposes.

License Property
Product means any therapeutic or prophylactic product developed under this Agreement, for any indication, incorporating all or substantially all of at least one variable region of an Antibody.

Licensee Diagnostic Product means a product that is being or has been developed for detection of an Antibody Target for use with a Licensee Product or a Co-Funded Product.

Antibody Inventions means an Invention directed to Antibodies, including without limitation, composition of matter, methods of manufacture, methods of use, formulations, dosing regimens, etc.

Pre-Opt-In Product means a Product for which Licensor has not made a decision whether to co-fund and for which the Opt-In Period has not expired.

Target(s) means [a gene or gene product from the Target Pool]. The term Target(s)' shall include Antibody T~get Candidates and Antibody Targets, but shall exclude specified Targets if and when such Targets cease to be Targets.

Target Pool means all human orthologues whenever identified, of the Model System Targets.

Field of Use
This agreement pertains to the drug industry to utilize the technology and expertise to identify and characterize targets for the treatment of cancer and precancerous conditions, controlling cell growth, apoptosis, and proliferation, to generate antibodies directed against such targets, and to develop and commercialize novel antibody products for diagnostic, prophylactic and therapeutic uses.

IPSCIO Record ID: 291107

License Grant
Collaborator hereby grants to Licensee of Ireland an exclusive license (exclusive even as to Collaborator), with the right to sublicense, under the Collaborator Technology, to use, have used, Develop, have Developed, Manufacture, have Manufactured, Commercialize and have Commercialized Antibodies and Products in the Territory.
License Property
Product means any pharmaceutical product containing one or more Antibodies whose manufacture, use, sale, offer for sale or importation by Licensee in a given country in the Territory is covered by a Valid Claim under a Collaborator Patent Right or Sponsored Research Patent Right in such country.

Collaborator Patent Right means any Patent Right that (a) is Controlled by Collaborator or any of its Affiliates as of the Effective Date (including the Collaborator Patent Rights that comes into the Control of Collaborator or any of its Affiliates during the Term (other than through the grant of a license by Licensee) and (b) claims or discloses any (i) Antibody or Product (including the composition of matter thereof), (ii) method of making any Antibody or Product or materials used in any method of making any Antibody or Product, or (iii) methods of using any Antibody or Product.

Collaborator Technology means the Collaborator Patent Rights and Collaborator Know-How.

Patent Rights means any and all (a) issued patents, (b) pending patent applications, including all provisional applications, substitutions, continuations, continuations-in-part, divisions and renewals, and all patents granted thereon, (c) patents-of-addition, reissues, reexaminations and extensions or restorations by existing or future extension or restoration mechanisms, including patent term adjustments, patent term extensions, supplementary protection certificates or the equivalent thereof, (d) inventor’s certificates, (e) other forms of government-issued rights substantially similar to any of the foregoing and (f) United States and foreign counterparts of any of the foregoing.

Field of Use
This agreement pertains to the drug industry.

IPSCIO Record ID: 294274

License Grant
The parties collaborated to develop a long-acting Factor VII compound and amended the Original Agreement to incorporate all of the Amendments into one document.

Licensor hereby grants, and agrees to grant, to Swiss Licensee an exclusive (even as to Licensor), royalty-bearing license under the Licensor Intellectual Property in the Field of Use during the Term, (i) to conduct research, sample, develop (including clinical development), manufacture, make, use, market, promote, sell, offer for sale, have sold, distribute, import and export New Products in the Territory, and (ii) to use the Reagents in the Territory solely for the purpose of making New Products. Such license does not permit Licensee (x) to practice or use the Licensor Intellectual Property outside the Field of Use or (y) to sublicense any of its rights without the prior written approval of Licensor.

Licensor hereby grants, and agrees to grant, to Licensee a worldwide, exclusive (even as to Licensor), perpetual, irrevocable, and royalty-bearing (subject only to the payment of royalties in accordance with this agreement) license, with the right to sublicense, to any Carved Factor VII Claims that do not constitute Licensee Improvements for any and all purposes. In addition to the foregoing, Licensor hereby grants, and agrees to grant, to Licensee a worldwide, exclusive (even as to Licensor), perpetual, irrevocable, and royalty-free license, with the right to sublicense, to any Carved Factor VII Claims that constitute Licensee Improvements for any and all purposes.

License Property
New Product shall mean the following: (a) any of the Licensee Materials modified using either (i) the Licensor Technology, (ii) any Licensor Improvements, or (iii) any combination of all or some of (i) and (ii) above, and (b) any Licensee Materials covered by any Carved Factor VII Claims (except to the extent such claims constitute Licensee Improvements) .

Potential Carved Factor VII Claims shall mean any composition-of-matter claims and any method of treatment claims that are supported by Patent Rights Controlled by Licensor that (i) do or could explicitly and solely recite and claim Licensee Materials, or (ii) any Licensee Improvements made or reduced to practice by Licensor.

Licensor Technology means the Licensor Patents and any Know-How Controlled by Licensor relating to methods and processes for the glycosylation design and remodeling of proteins, peptides and antibodies, including, without limitation, its GlycoAdvance®, GlycoPEGylation™ and GlycoConjugation™ technologies, and other carbohydrate dynthesis processes, and all Know-How resulting from work conducted by Licensor during the Term.

Licensor Patents means (a) all Patent Rights relating to methods and processes for glycosylation design and remodeling of proteins, peptides and antibodies that are Controlled by Licensor, including, but not limited to: (i) the Patent Rights listed, (ii) the Patent Rights developed by Licensor in the conduct of the Work Plan during the Term of this Agreement, and (iii) any later acquired Patent Rights Controlled by Licensor and used to develop any New Product, and (b) all Patent Rights Controlled by Licensor that would be infringed by the research, development (including clinical development), manufacture, making, use, marketing, promotion, sale, offer for sale, distribution, import and export of New Products in the Territory.
US Patent #6,800,468 – UDP-galactose: .beta.-N-acetyl-glucosamine .beta.1,3galactosyltransferases, .beta.3Gal-T5
US Patent #6,995,004 – UDP-N-ACETYLGLUCOSAMINE: GALACTOSE-.beta. 1,3-N-ACETYLGALACTOSAMINE-.alpha.-R / N-ACETYLGLUCOSAMINE-.beta. 1,3,-N-ACETYLGALACTOSAMINE-.alpha.-R (GLCNAC TO GALNAC) .beta.1,6-N-ACETYLGLUCOSAMINYLTRANSFERASE, C2/4GNT
US Patent #6,635,461 – UDP-N-acetylglucosamine: galactose-.beta.1, 3-N-acetylgalactosamine-.alpha.-R/(GlcNAc to GalNAc) .beta.1,6-N-acetylglucosaminyltransferase, C2GnT3

Licensor Improvements means any and all Improvements relating to the Licensor Technology made, conceived, or reduced to practice by (i) either Licensor or Licensee or both in the conduct of the Work Plan under this Agreement, (ii) either Licensor or Licensee or both under this Agreement, (iii) Licensee in the practice of any Licensor Technology under the licenses granted to Licensee in this agreement, or (iv) Licensee in the conduct of any activity using any Ownership Rights assigned to Licensee pursuant to this Agreement, in each case of (i), (ii), (iii) or (iv), other than the Licensee Materials, the Licensee Materials modified using the Licensor Technology and New Product. Specifically excluded from Licensor Improvements are (1) formulations, combinations and methods of treatment to the extent relating to Licensee Materials, the Licensee Materials modified using the Licensor Technology and New Products and (2) analytical techniques and purification methods invented, developed or reduced to practice solely by Licensee that did not originate from or are not derived from Licensor (collectively, the Techniques).

Licensor Intellectual Property means Licensor Technology and the Licensor Improvements.

Patent Rights shall mean individually and collectively any and all patents and/or patent applications and provisional applications, all inventions disclosed therein, and any and all continuations, continuations-in-part, continued prosecution applications, divisions, renewals, patents of addition, reissues, confirmations, registrations, revalidations, revisions and re-examinations thereof, utility models, petty patents, design registrations and any and all patents issuing therefrom and any and all foreign counterparts thereof and extensions of any of the foregoing including without limitation extensions under the U.S. Patent Term Restoration Act, extensions under the Japanese Patent Law, and Supplementary Protection Certificates (SPCs) according to Counsel Regulation (EEC) No. 1768/92 and similar extensions for other patents under any applicable law in any country of the world. Licensee hereby grants to Licensor, for the term of the Work Plan, a non-exclusive, royalty free, license under the Licensee Technology to use such Licensee Technology for the sole purpose of carrying out its obligations under the Work Plan. Licensee shall retain at all times all of its rights, title and interest to the Licensee Technology.

Licensor Exclusive Compounds shall mean any and all forms of erythropoietin and granulocyte colony stimulating factor including, but not limited to, with respect to either of the foregoing: full length proteins, truncated proteins, fusion proteins, analogs, mutants, splice variants, and conjugates with other molecular entities such as proteins, peptides, organic or inorganic substances.

Field of Use
Licensor's technology is to develop and commercialize next-generation versions of Factors VIIa, VIII and IX.

Factor VIIa is used in the treatment of bleeding episodes and for the prevention of bleeding during surgery or invasive procedures in patients with congenital hemophilia with inhibitors to coagulation factors VIII or IX.

IPSCIO Record ID: 299303

License Grant
Licensor shall grant to Irish Licensee and any Licensee Development Partner of whom Licensee provides written notice to Licensor an exclusive, worldwide, royalty-bearing license and right under the Licensor Patent Rights and/or any other patents, patent applications or intellectual property owned or licensed by Licensor (with the right to license or sublicense), which claim or cover a given Licensee Development Product or its manufacture or use to make, have made, use, sell, offer to sell, import, export, develop, commercialize and manufacture such Licensee Development Product. During the pendency of each Licensee Project and for a period of eighteen months (18) thereafter, Licensor covenants that it will not conduct any activities on its own behalf or on behalf of a Third Party which relates to or encompasses the Licensee Target that is the subject of such Licensee Project.
License Property
Antibody Evolution means the alteration of the nucleic acids encoding an Immunoglobulin by saturation mutagenesis as described in the Licensor Patent Rights, by means other than Antibody Phage Display.

Licensor Patent Rights means the inventions patentable under applicable patent law that are claimed in the patent applications and patents listed (a) hereto and all divisions, continuations, continuations-in-part, applications claiming priority thereto, and substitutions thereof; all foreign patent applications corresponding to the preceding applications; all U.S. and foreign patents issuing on any of the preceding applications, including extensions, reissues and re-examinations; and any patents or patent applications, whether now existing or obtained in the future, owned or controlled by Licensor containing a claim that is dominating over the foregoing patent rights (i.e., is necessarily infringed by the practicing of a claim in one of the foregoing applications); and any patents or patent applications covered by any Licensor Third Party Licenses, a list of which is set forth.
6,171,820 – Saturation mutagenesis in directed evolution
6,479,258 – Non-stochastic generation of genetic vaccines

Licensor Evolution Technologies means the inventions patentable under applicable patent law that are claimed in the Licensor Patent Rights which both (a) are owned or controlled by Licensor and (b) either (i) comprise evolution of a gene and/or gene pathway by changing more than 50% of the codons and/or amino acids of such gene and/or genepathway to more than 50% of every other possible codon and/or amino acid or such gene and/or gene pathway, or (ii) comprise evolution of a gene and/or gene pathway by creating and screening a non-stochastically produced library of molecules by combining tragments of a plurality of genes chosen by design to reassemble compleete genes and/or gene pathways according to the patentable methods embodied by inventions described in the Licensor Patent Rights.

Licensed Immunoglobulin means (a) with respect to the licenses and rights granted, any Immunoglobulin discovered, isolated or characterized by Licensor through the use of Antibody Evolution, and (b) with respect to the licenses granted, Licensed Immunoglobulin includes any Immunoglobulin discovered using Antibody Evaluation but outside the Manufacturing Field, and for purposes of this agreement hereof, Licensed Immunoglobulin includes any Immunoglobulin within the Manufacturing Field.

Licensed Immunoglobulin Information means any data, know-how or other information relating, concerning or pertaining to a Licensed Immunoglobulin, including without limitation data, know-how or other information characterizing or constituting such Licensed Immunoglobulins polynucleotide or amino acid sequence, purported function or utility, antigen binding affinity, or physical or biochemical property.

Immunoglobulin means any molecule, including without limitation, full immunoglobulin molecules (e.g., IgG, IgM, IgE, IgA and IgD molecules) and ScFv, Fv and Fab molecules, that has an amino acid sequence by virtue of which it specifically interacts with an antigen and wherein that amino acid sequence consists essentially of a functionally operating region of an antibody variable region including without limitation any naturally occurring or recombinant form of such a molecule.

Licensee Patent Rights means the inventions patentable under applicable patent law that are claimed in the patent applications and patents listed hereto and all divisions, continuations, continuations-in-part, applications claiming priority thereto, and substitutions thereof; all foreign patent applications corresponding to the preceding applications; all U.S. and foreign patents issuing on any of the preceding applications, including extensions, reissues and re-examinations; and any patents or patent applications, whether now existing or obtained in the future, owned or controlled by Licensee containing a claim that is dominating over the foregoing patent rights (i.e., is necessarily infringed by the practicing of a claim in one of the foregoing applications).
5,595,898 – Modular assembly of antibody genes, antibodies prepared thereby and use
6,204,023 – Modular assembly of antibody genes, antibodies prepared thereby and use

Licensee Technology Platform means all know-how, trade secrets, inventions, data, processes, procedures, devices, methods, formulas, media and all cell lines, reagents, protocols and other information, whether or not patentable, that either (a) constitute or relate to any biological target, antigen, receptor, cell, expression vector, disease, condition, nucleic acid, protein (including, without limitation, an Immunoglobulin) or protein-conjugate which is the subject of or arises out of any Licensee Project or (b) relate to the discovery, optimization, expression or manufacture of Immunoglobulins, in each case which are owned by or licensed to Licensee as of the Effective Date and are disclosed to Licensor or used by Licensor or Licensee in connection with a Licensee Project. For the avoidance of doubt, the term 'Licensee Platform Technology' shall include any prokaryotic expression technology and methods and/or antibody phage display technology and methods.

Licensor Collaborator means any person or entity on whose behalf Licensor engages in Antibody Evolution and/or a person or entity who is the intended recipient of Licensed Immunoglobulins or Licensed Immunoglobulin Information transferred from Licensor.

Licensee Development Product means any composition of matter or article of manufacture consisting essentially of an Immunoglobulin or protein discovered or optimized by Licensor for Licensee pursuant to a Licensor Action Plan and where such Immunoglobulin or protein was discovered or optimized using techniques, methods or materials covered by one or more Valid Claims of any patent or patent application controlled by Licensor, including the Licensor Patent Rights.

Field of Use
The collaborative agreement is to develop optimized therapeutic antibodies.

Licensor Field means (a) Research and Development and (b) the diagnosis, treatment, prevention or prophylaxis of any human or animal condition or disease. The Licensor Field shall not include any Non-Approved Uses.

Manufacturing Field means the production in prokaryotes of an Immunoglobulin for the treatment, diagnosis or prophylaxis of a human or animal disease or condition in quantities which exceed Research Quantities, and shall include commercial, industrial or clinical scale production.

IPSCIO Record ID: 222549

License Grant
For the research license, Licensor grants a non-exclusive, non-transferable license, under the Licensor Technology to immunize the Mice to make Antibodies against such Antigen, and to further evaluate the Antibodies generated during the Evaluation Period.

For the commercial license,  Licensor grant the following licenses, on an Licensee Target-by-Licensee Target basis:
– a worldwide, exclusive, non-transferable license, with the right to grant a sublicense to its Affiliates, under the Licensor Technology to immunize the Mice to make Antibodies against such Licensee Target, and
– a worldwide exclusive license under the Licensor Technology, with the right to sublicense, to make, have made, import, have imported, use, offer for sale and sell Products containing Antibodies against such Licensor Target.

Licensee shall have no right to grant sublicenses to use the Mice, but may grant sublicenses under
the Licensee Technology to the extent necessary to develop, make, have made, import, use, offer for
sale and sell Products.

License Property
Licensor is the sole and exclusive owner of certain transgenic_ Mice (as defined below) useful for the preparation of fully human monoclonal antibodies;

Licensor Technology includes the Confidential Information and Mice, and patent rights which claims an invention which is necessary for the use of the Mice to prepare the Antibodies or to develop, produce, make, have made, import, have imported, use, offer for sale and sell the Antibodies.

The Product shall mean any composition or formulation comprising one or more Antibodies, or a portion thereof, for the diagnosis, prophylaxis or treatment of human disease.

Licensee Target shall mean an Antigen selected by Licensee for immunization of Licensors HuMAb mice to generate human antibodies directed against an Antigen, in each case, which Licensor has informed Licensee is available for licensing.

HuMAb -Mouse technology is a transgenic mouse system that creates high affinity, fully human antibodies instead of mouse antibodies. Using standard, well proven laboratory techniques, scientists can produce these antibodies in a matter of months.

Field of Use
Licensee desires to use the Mice to evaluate their utility for the development of fully human monoclonal antibodies against specific antigens.

Incorporating this technology into Licensee's broad drug discovery program will significantly enhance Licensee continuing efforts to identify new drug candidates.

IPSCIO Record ID: 256278

License Grant
On the Effective Date the Parties have terminated a certain Collaboration Agreement, and with this agreement, the Parties desire to reallocate the rights and responsibilities of the Parties with respect to further research and development of the GM-CSF Target.

Licensor grants to Licensee of Germany an exclusive, worldwide, license under the Licensor Licensed Technology to Exploit Licensed Products.

Licensor grants a worldwide, non-exclusive, perpetual, irrevocable and non-terminable license under the Collaboration Patents, as defined in the Collaboration Agreement, with the right to grant and authorize the grant of sublicenses, to Exploit Licensed Products.

License Property
BiTE Product means any composition or formulation consisting of or comprising a bi-specific Single Chain Antibody expressed as a single polypeptide chain, binding to T-cells.

GM-CSF Target means the whole or part of the human granulocyte macrophage-colony stimulating factor identified by the SWISS-PROT entry name CSF2 HUMAN and accession number P0414 l.

Single-Chain Antibodies
Antibodies are proteins produced by the body's immune system in response to the presence of antigens, such as bacteria, viruses or other disease causing agents. Antibodies of identical molecular structure that bind to a specific target are called monoclonal antibodies. Single-chain antibodies are genetically engineered antibodies that incorporate only the antigen binding domains of an antibody. Thus, SCAs have the binding specificity and affinity of monoclonal antibodies; however, in their native form they are only one-fifth to one-sixth the size of a monoclonal. The small size of SCAs typically gives them shorter half-lives than monoclonal antibodies, making them better suited for use in acute indications or in other indications where the large size of a monoclonal antibody would inhibit the compound from reaching the area of potential therapeutic activity. In addition, SCAs are a well-established discovery format-of-choice in generating antibodies from phage or yeast display libraries.

Field of Use
The field for Patent 5,223,409 is solely in the field of manufacture, use or sale of Single Chain Antibodies.

The field of use for this agreement otherwise is limited to not include the right to exploit the Products for Radioimmunoguided Surgery(TM), Reagents and kits in the research market for production and cloning of genes encoding Single Chain Antibodies and their fusions in a filamentous bacteriophage-derived vector system, and for expression and screening of Single Chain Antibodies fused with the minor coat protein or attachment or adsorption protein of filamentous bacteriophage, and, Single Chain Antibodies fused with, or for the assay or purification of, Tumor Necrosis l Factor alpha (TNF-a.) or Lymphotoxin.

Companies will collaboration to identify and develop antibody-based therapeutics for the treatment of inflammatory and autoimmune diseases.

IPSCIO Record ID: 299278

License Grant
Irish Licensor hereby grants to Licensee, a worldwide, non-exclusive, non-transferable license, without any right to sublicense, under the Licensor Patent Rights and the Licensor Know-How within the Licensee Field:
(a) solely on its own behalf, on behalf of any Development Partner of Licensee and on behalf of any Licensee Collaborator, to engage in Antibody Evolution; and (b) solely on its own behalf, on behalf of any Development Partner of Licensee and on behalf of any Licensee Collaborator, to make or have made Research Quantities of a Licensed Immunoglobulin; and (c) solely on its own behalf, to transfer Research Quantities of a  Licensed Immunoglobulin or Licensed Immunoglobulin Information to any Licensee Collaborator or a Development Partner of Licensee; and (d) solely on its own behalf and on behalf of any Licensee Collaborator, to sell, offer to sell, import and export Licensed Immunoglobulins; and (e) solely on its own behalf, on behalf of any Development Partner of Licensee and on behalf of any Licensee Collaborator, to use Licensed Immunoglobulins.
License Property
Antibody Evolution means the alteration of the nucleic acids encoding an Immunoglobulin by saturation mutagenesis as described in the Licensee Patent Rights, by means other than Antibody Phage Display.

Licensor Patent Rights means the inventions patentable under applicable patent law that are claimed in the patent applications and patents listed hereto and all divisions, continuations, continuations-in-part, applications claiming priority thereto, and substitutions thereof; all foreign patent applications corresponding to the preceding applications; all U.S. and foreign patents issuing on any of the preceding applications, including extensions, reissues and re-examinations; and any patents or patent applications, whether now existing or obtained in the future, owned or controlled by Licensor containing a claim that is dominating over the foregoing patent rights (i.e., is necessarily infringed by the practicing of a claim in one of the foregoing applications).
5,595,898 – Modular assembly of antibody genes, antibodies prepared thereby and use
6,204,023 – Modular assembly of antibody genes, antibodies prepared thereby and use

Licensor Technology Platform means all know-how, trade secrets, inventions, data, processes, procedures, devices, methods, formulas, media and all cell lines, reagents, protocols and other information, whether or not patentable, that either (a) constitute or relate to any biological target, antigen, receptor, cell, expression vector, disease, condition, nucleic acid, protein (including, without limitation, an Immunoglobulin) or protein-conjugate which is the subject of or arises out of any Licensor Project or (b) relate to the discovery, optimization, expression or manufacture of Immunoglobulins, in each case which are owned by or licensed to Licensor as of the Effective Date and are disclosed to Licensee or used by Licensee or Licensor in connection with a Licensor Project. For the avoidance of doubt, the term 'Licensor Platform Technology' shall include any prokaryotic expression technology and methods and/or antibody phage display technology and methods.

Licensee Collaborator means any person or entity on whose behalf Licensee in Antibody Evolution and/or a person or entity who is the intended recipient of Licensed Immunoglobulins or Licensed Immunoglobulin Information transferred from Licensee.

Licensor Development Product means any composition of matter or article of manufacture consisting essentially of an Immunoglobulin or protein discovered or optimized by Licensee for Licensor pursuant to a Licensee Action Plan and where such Immunoglobulin or protein was discovered or optimized using techniques, methods or materials covered by one or more Valid Claims of any patent or patent application controlled by Licensee, including the Licensee Patent Rights.

Licensee Patent Rights means the inventions patentable under applicable patent law that are claimed in the patent applications and patents listed (a) hereto and all divisions, continuations, continuations-in-part, applications claiming priority thereto, and substitutions thereof; all foreign patent applications corresponding to the preceding applications; all U.S. and foreign patents issuing on any of the preceding applications, including extensions, reissues and re-examinations; and any patents or patent applications, whether now existing or obtained in the future, owned or controlled by Licensee containing a claim that is dominating over the foregoing patent rights (i.e., is necessarily infringed by the practicing of a claim in one of the foregoing applications); and any patents or patent applications covered by any Licensee Third Party Licenses, a list of which is set forth.
6,171,820 – Saturation mutagenesis in directed evolution
6,479,258 – Non-stochastic generation of genetic vaccines

Licensee Evolution Technologies means the inventions patentable under applicable patent law that are claimed in the Licensee Patent Rights which both (a) are owned or controlled by Licensee and (b) either (i) comprise evolution of a gene and/or gene pathway by changing more than 50% of the codons and/or amino acids of such gene and/or genepathway to more than 50% of every other possible codon and/or amino acid or such gene and/or gene pathway, or (ii) comprise evolution of a gene and/or gene pathway by creating and screening a non-stochastically produced library of molecules by combining tragments of a plurality of genes chosen by design to reassemble compleete genes and/or gene pathways according to the patentable methods embodied by inventions described in the Licensee Patent Rights.

Licensed Immunoglobulin means (a) with respect to the licenses and rights granted, any Immunoglobulin discovered, isolated or characterized by Licensee through the use of Antibody Evolution, and (b) with respect to the licenses granted, Licensed Immunoglobulin includes any Immunoglobulin discovered using Antibody Evaluation but outside the Manufacturing Field, and for purposes of this agreement hereof, Licensed Immunoglobulin includes any Immunoglobulin within the Manufacturing Field.

Licensed Immunoglobulin Information means any data, know-how or other information relating, concerning or pertaining to a Licensed Immunoglobulin, including without limitation data, know-how or other information characterizing or constituting such Licensed Immunoglobulins polynucleotide or amino acid sequence, purported function or utility, antigen binding affinity, or physical or biochemical property.

Immunoglobulin means any molecule, including without limitation, full immunoglobulin molecules (e.g., IgG, IgM, IgE, IgA and IgD molecules) and ScFv, Fv and Fab molecules, that has an amino acid sequence by virtue of which it specifically interacts with an antigen and wherein that amino acid sequence consists essentially of a functionally operating region of an antibody variable region including without limitation any naturally occurring or recombinant form of such a molecule.

Field of Use
Licensee Field means (a) Research and Development and (b) the diagnosis, treatment, prevention or prophylaxis of any human or animal condition or disease. The Licensee Field shall not include any Non-Approved Uses.

Manufacturing Field means the production in prokaryotes of an Immunoglobulin for the treatment, diagnosis or prophylaxis of a human or animal disease or condition in quantities which exceed Research Quantities, and shall include commercial, industrial or clinical scale production.

IPSCIO Record ID: 204357

License Grant
Licensee shall receive upon request a non-exclusive license to Licensor’s proprietary technologies for use with respect to targets, that are not collaboration targets, in the Field.
License Property
The licensed property is proprietary antibody Human Engineeringâ„¢ and bacterial cell expression technologies.

All inventions, and all patent applications claiming such inventions, and know-how arising out of the activities of the parties under this Agreement will be jointly owned regardless of inventorship, subject to pre-existing agreements pursuant to which third parties have been granted rights related to technologies in-licensed from such third parties.

Field of Use
The agreement is for antibody products in the field of oncology for human applications worldwide.

IPSCIO Record ID: 240466

License Grant
The Licensor of England grants to the Licensee the following licenses under the Winter Patent:
– a non-exclusive world-wide license to exploit the Winter Patent commercially in any way whatsoever by the use of the Reshaping Process in the Fields and by the commercial exploitation in the Fields of any resulting antibodies provided always that any such exploitation does not involve the antibodies detailed.
– a non-exclusive sub-license under the Boss Patents to the extent required to enable the licensee to use the Reshaping Process to produce Products from mammalian cells and for no other purpose.
License Property
Licensor has certain patent rights in respect of the genetic engineering of monoclonal antibodies comprising the replacement in whole or in part of the complementarity determining regions of one antibody by those of another.

The Reshaping Process shall mean the genetic engineering of monoclonal antibodies comprising the replacement in whole or in part of the complementarity determining regions of one antibody by those of another as described in the Winter Patent.

The Products shall mean end products produced either directly or indirectly from antibodies which have been modified using the Reshaping Process and which are in a form capable of being marketed or sold upon a commercial basis.

Winter patents relate to Recombinant DNA products and Methods.

Boss patents relate to Multichain Polypeptides or Proteins and Processes for their Production Expression of multichain proteins, such as antibodies, in single hose cells.

Field of Use
The Fields shall mean the field of human therapy or prophylaxis and human in vivo and in vitro diagnostics.

IPSCIO Record ID: 243460

License Grant
The Irish Licensor grants to the Licensee of England a worldwide, non-exclusive, non-transferable license, solely on its own behalf and on behalf of any Licensee Collaborator, without any right to sublicense, under the Licensor Patent Rights to:
(a) Make or have made Licensed Antibody Phage Display Materials;
(b) Solely for Research and Development purposes, conduct Antibody Phage Display;
(c) Make or have made Research Quantities of a Licensed Immunoglobulin;
(d) Transfer Antibody Phage Display Materials, Research Quantities of a Licensed Immunoglobulin or Licensed Immunoglobulin Information to a Licensee Collaborator; and
( e) Use, sell, offer to sell, import and export Licensed Immunoglobulins.
License Property
The patents include Modular Assembly of Antibody Genes, Antibodies Prepared Thereby and Use, and, Modular Assembly of Antibody Genes, Antibodies, and, Novel Plasmid Vector with Pectate Lyase Signal Sequence.

Antibody Phage Display means the authorized use of Licensed Antibody Phage Display Materials to conduct Research and Development.

Licensed Antibody Phage Display Materials means any collection or library of polynucleotide sequences, including without limitation a Licensee Library, created by Licensee and under the exclusive control of Licensee, which encodes at least one Immunoglobulin and which is contained in filamentous bacteriophage and/or bacteriophage or phagemid cloning vectors capable of propagation in bacteria; or any collection or library of bacteriophage, including without limitation a Licensee Library, created by or under the exclusive control of Licensee, wherein an Immunoglobulin is expressed as a fusion protein comprising an Immunoglobulin and an outer surface polypeptide of a bacteriophage.

Licensed Immunoglobulin means any Immunoglobulin discovered, isolated or characterized by Licensee or a Licensee Collaborator through the use of Licensed Antibody Phage Display Materials.

Field of Use
The field is antibody drug discovery.

IPSCIO Record ID: 227238

License Grant
Research License; Supply of Mice; Materials ownership:
Licensor hereby grants to Licensee, a Japanese corporation, and the Majority-Owned Affiliates of Licensee, solely as needed to exercise the rights that may be granted, a paid-up, non-exclusive license and/or sublicense of its rights, as the case may be, under the Licensed Technology, without the right to grant further sublicenses, to (i) Breed the XenoMouse Animals included solely for use in the Research Field in connection with activities described in subsections (ii) and (iii) of this Section 2.1.1, (ii) immunize such XenoMouse Animals solely with those Antigens that are Permitted Antigens at the time of immunization and (iii) use the Research Program Materials and Information solely for conducting research and development work within the scope of the Research Field.

Licensor hereby grants to Licensee, and the Majority-Owned Affiliates of Licensee solely as needed to practice the rights that may be granted in accordance with this agreement, a paid-up, non-exclusive license and/or sublicense, as the case may be, of its rights in the Licensor Materials and Information and all intellectual property rights Controlled by Licensor related thereto that are not licensed to Licensee pursuant to the license in subsection (a) above, solely to the extent that the Licensor Materials and Information are necessary or useful to Licensees practice of the license granted in subsection (a) above.

Option to enter into Product License Agreement:
Licensor hereby grants to Japanese Licensee an exclusive option (an 'Option') to enter into a Product License Agreement with respect to those Permitted Antigens which have been designated as Product Antigens, as further described. Each calendar year during the term of this Agreement, Licensee may obtain up to Two (2) such Options with respect to Product Antigens, pursuant to the procedures set forth.

License Property
Licensed Technology shall mean the rights Controlled by Licensor in the Licensor Patent Rights and Licensor Know-How; provided, however, that the foregoing shall exclude the Excluded Technology.

Product shall mean (i) with regard to the Option Agreement, any composition which incorporates or is derived from (a) an Antibody that binds to a Product Antigen or (b) Genetic Material encoding such an Antibody, wherein in respect of each Product, said Genetic Material does not encode multiple Antibodies; and (ii) with regard to a Product License Agreement, any composition which incorporates or is derived from (a) an Antibody that binds to the Product Antigen (as defined in such Product License Agreement) or (b) Genetic Material encoding such an Antibody wherein, in respect of each Product, said Genetic Material does not encode multiple Antibodies.

Product Antigen shall mean (i) with regard to the Option Agreement, a Permitted Antigen as to which Licensee has obtained an Option, as further described in the Option Agreement; and (ii) with regard to a Product License Agreement, the Antigen described in the Product License Agreement.

Xenomouse Animals shall mean transgenic mice which are Controlled by Licensor and which contain unrearranged human immunoglobulin genes that are capable of producing human antibodies when immunized with an antigen.

XenoMouseâ„¢ is a leading technology for generating fully human antibody drugs useful in treating a wide range of diseases.

Field of Use
Field shall mean the use of Products (i) for human therapeutic, prophylactic and diagnostic medical purposes and as laboratory research reagen.

XenoMouseâ„¢ is a technology to enable the rapid generation of high affinity, fully human antibody product candidates to essentially any disease target appropriate for antibody therapy.

Research Field shall mean the immunization of XenoMouse Animals with Permitted Antigens, the use of materials derived or generated in whole or in part from such XenoMouse Animals that are so immunized, and the use of the XenoMouse Animals themselves, solely for the creation, identification, analysis, manufacture, research, and preclinical development of Products in the Field. For purposes of clarification, it is understood that 'immunization' of XenoMouse Animals with a Permitted Antigen includes the immunization of XenoMouse Animals with any formulation or construction of a Permitted Antigen, regardless of the three dimensional configuration of such Permitted Antigen, including, but not limited to, cell lines expressing such Permitted Antigen on their cell surface and chimeric molecules containing such Permitted Antigen; provided, however, that any research, development or use of Antibodies that bind to an excluded Antigen (other than to determine whether they bind to a Permitted Antigen) shall be outside of the scope of the licenses granted under the Option Agreement.

IPSCIO Record ID: 227231

License Grant
Both parties enter into a joint cooperation.  Licensor grants to Swiss Licensee during the Agreement Period a world-wide license under its Know-How and Patent Rights, with the right to grant sublicenses, to make, have made, use and sell the Product(s) for use in the Field.   Said license shall be exclusive in the Exclusive Territories and shall be co-exclusive with Licensor in the Semi-exclusive Territories.  Licensee grants to Licensor during the Agreement Period a license under its Know-How and Patent Rights, to make, have made, use and sell the Product(s) for use in the Field.  Said license shall be limited to the Semi-exclusive Territories and shall be co-exclusive with Licensee in said Territories.
License Property
Product(s) shall mean the monoclonal antibodies owned or controlled by Licensor and Licensee for use in the Field, as described in the U.S. patent application(s) of Licensor and the U.K. patent application of Licensee, and fragments, toxin conjugates, antibody toxin chimeric constructs, humanized or reshaped antibodies derived from such monoclonal antibodies including such forms as are ready to be administered in humans.

Patent Rights shall mean any patent application or patent(s) owned or controlled by Licensor or Licensee whose claims cover the manufacture, use, or sale of the Product(s), as well as any additional patents hereafter issuing from additional patent applications relating to the Product(s), including, but not limited to, a method of use of the Product(s), and any substitutions, continuations, continuations-in-part, divisions, reissues, re-examinations, renewals, or extensions of the terms thereof.

Field of Use
Field shall mean anti-IgE antibody-based treatments in humans for IgE-mediated reactions, which most likely will include, but not be limited to, asthma and other diseases commonly termed allergies. The anti-IP: treatment is based on mechanisms that are specifically directed towards reducing or eliminating circulating lgE and lgE producing B cells within the immune system. The scope of the Field and definition of Product(s) are not intended to include other areas of allergy research (including approaches such as peptides, or factors, including IL-4 and CD23) or development of antiidiotypic antibodies, which may be useful in modulating lgE production in humans.

The Parties are jointly developing an anti-IgE antibody product to treat allergies and allergic asthma.

IPSCIO Record ID: 25977

License Grant
The Canadian Licensor will grant the Licensee an exclusive sub-license option on technology to use the technology in Licensor's antibody improvement platforms. The technology grant will also include the non-exclusive use to make genetically engineered forms or humanized forms and to derive fully human antibodies.
Field of Use
Licensee will use best efforts to promptly commercialize the technology as permitted in this SubLicense.

IPSCIO Record ID: 262483

License Grant
The Canadian Institutions grant to Company an exclusive, royalty-bearing license, with the further right to grant sublicenses, in any and all of their rights in and to the Licensed Technology to commercialize said Licensed Technology for the Field in the Territory, which includes the right to research, develop, manufacture, have manufactured, use, have used, sell or have sold, offer for sale, import and export Product(s) and Service(s) (the License).
License Property
The Licensed Patents relate to methods and compounds for the modulation of the SIRPa-CD47 interaction for therapeutic cancer applications.

Licensed Patents means the patents and patent applications further described and listed:
US13/320,629
United States
Utility
Patent – pending

Licensed Technology means: (i) the Licensed Patents, (ii) the Institutions Research Program IP, and (iii) all of the right, title and interest of each of the Institutions in the Joint Research Program IP, all as further described and listed in this agreement (as amended).

Product means any product the manufacture, sale or use of which either (a) exploits Licensed Technology, or (b) would, but for the License, infringe a Valid Claim.

Intellectual Property or “IP” mean inventions (whether patentable or unpatentable), discoveries, written material, compounds, information, know-how, trade secrets, copyright, designs, plant breeders’ rights, integrated circuit topographies, ideas (including but not limited to any computer software), formulae, algorithms, concepts, proprietary data, techniques, instructions, processes, expert opinions, information, materials, program listings, flow charts, logic diagrams, manuals, specifications, instructions, or any copies of the foregoing in any medium, or the expression thereof.

Intellectual Property Rights or “IP Rights” means any rights in Intellectual Property which a Party owns or is seeking to own, including any regular or provisional patent applications filed in the U.S., Canada or any other jurisdiction, and any divisions, continuations, patents issuing thereon or renewals, or reissues, or extensions and any and all patents and patent applications in other countries corresponding thereto, for the Licensed Technology.

Research Program(s) means the sponsored research relating to the research and development of methods and compounds for the modulation of the SIRPa-CD47 interaction for therapeutic cancer applications undertaken by one or both of the Institutions under the SRA #2, SRA #3, SRA #4 and SRA #5A, SRA #5B, and the Collaboration Agreement.

Field of Use
Field means use in, and applications for, therapeutic cancer applications.
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