Royalty Report: Drugs, Cancer, Antibody – Collection: 280819

$150.00

Curated Royalty Rate Report
Category: Technology Licenses, Created On: 2022-04-28, 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.
Category: Technology Licenses
Created On: 2022-04-28
Record Count: 20

Primary Industries

  • Drugs
  • Cancer
  • Antibody
  • Drug Discovery
  • Therapeutic
  • Disease
  • Immune
  • Biotechnology
  • Pharmaceuticals
  • Diagnostic
  • Vaccine
  • Proteins

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: 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: 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: 237254

License Grant
The Collaboration agreement is to jointly research, develop and commercialize Collaboration Products with respect to Collaboration Targets throughout the Territory.

Pursuant to the Unilateral Development and Commercialization agreement, Licensor grants with respect to each Unilateral Product, an exclusive, even as to Licensor and its Affiliates, worldwide right and license, with the right to sublicense, under the Licensor Technology, the Collaboration Technology and the Joint Technology to Exploit such Unilateral Products in the Territory.

License Property
A Unilateral Product is from the research, development and commercialization of all Collaboration Antibodies and Collaboration Products to the applicable Collaboration Target.

The Collaboration is for the jointly research, develop and commercialize human antibodies against Licensee cancer targets.

Field of Use
Licensee is a clinical stage biopharmaceutical company focused on the discovery and development of small molecule therapeutics for the treatment of cancer.

IPSCIO Record ID: 243458

License Grant
Licensor grants, in the Field and within the Territory
– an exclusive right and license, with the right to sublicense, under Licensor’s interests in any Program Patent Rights and Program Technology relating to a Program Antibody, to make, have made, use, sell and import such Program Antibody;

– an exclusive right and license, without the right to sublicense, under Licensor’s interests in any Program Patent Rights directed to one or more Antibodies binding to and reactive with the same Target as a Program Antibody, including compositions containing, methods of using and methods of making such Antibodies, to make, have made, use, sell and import such related Antibodies.

– Licensee may sublicense the rights granted in this clause but only in conjunction with a sublicense under rights to a Program Antibody.

– a non-exclusive right and license, with the right to sublicense, under the Licensor Background Technology to make, have made, use, sell and import Program Antibodies;

– a non-exclusive right and license, with the right to sublicense, under any Patent Rights and Know-How Controlled by Licensor Covering any control antibodies provided by Licensor for the sole purpose of using such control antibodies to evaluate the Program Antibodies; and

– an exclusive right and license, with the right to sublicense, under any Program Patent Rights or other Patent Rights and Know-How Controlled by Licensor Covering each antibody-producing cell line created by Licensor that expresses a Program Antibody provided by Licensor, for the sole purpose of using such cell line to produce the applicable Program Antibody.

License Property
Licensee has designated VEGF-A the initial Target, and Licensor has accepted such Target into the Collaboration.

VEGF-A means the 165 amino acid polypeptide known as Vascular Endothelia Growth Factor-A, or any variant form thereof.

Field of Use
The antibodies are for use in the prevention or treatment of human diseases and conditions.  Field means the diagnosis, prevention, control and treatment of any human disease or condition excluding, until the expiration of the Chiron Exclusivity Period, Cancer. Upon expiration of the Chiron Exclusivity Period, Cancer shall immediately be included within the Field.

IPSCIO Record ID: 296181

License Grant
The Parties have a collaboration and exclusive license agreement.  Under the terms of the amended agreement, Licensor granted an exclusive, sub-licensable worldwide license to research, develop, manufacture, market and sell products based on our proprietary technology.
The November amendment adds an additional dual-reactive antibody product candidate.
License Property
Licensor granted exclusive rights to three monospecific antibody product candidates targeting TIM-3 (TSR-022), LAG-3 (TSR-033) and PD-1 (TSR-042) and a bispecific antibody product candidates targeting PD-1 and LAG-3.

The AnaptysBio platform offers unmatched capabilities in antibody discovery, generation and optimization, and we are excited about the potential for these programs. We look forward to working with the AnaptysBio team to develop novel immuno-oncology-based approaches to a variety of tumors.

Field of Use
The field of use is for the discovery, generation and optimization of certain specified immunotherapy antibodies.  With the amendment, the field is for performing initial discovery and development of therapeutic antibodies with the goal of generating immunotherapy antibodies for use in the treatment of cancer.

IPSCIO Record ID: 4496

License Grant
The license granted full rights to practice under the Licensor’s patent rights, and licenses for its HuCAL Platinum (45 billion antibody) human phage display library (HuCAL Library) and AutoCAL (automation software and know-how) technology for use on site at Licensee's facility. The Licensee is required to pay for commercial therapeutic licenses for each product that originated from the HuCAL Library that they choose to bring into clinical development. Payment includes milestones and royalties.
License Property
Under the terms of the license agreement, the Licensee has the rights to use an unlimited number of antibodies from the HuCAL library for research purposes during the five-year term. They have the right to request up to 40 commercial therapeutic licenses during the five-year term (eight per year), allowing them to develop as many as 40 human antibody products for therapeutic purposes.

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: 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: 227269

License Grant
With this agreement, the Licensee allows the Licensor access to its antibody library.

Pursuant to this Antibody Library License agreement, the Japanese Licensor will prepare and deliver to the Licensee of England a Development Plan for the relevant Development Antibody in the Territory and Licensor will thereafter use reasonable commercial efforts to
– meet the Milestones set out in such Development Plan and to develop and commercialise Diagnostic Antibody Products and/or Therapeutic Antibody Products as the case may be derived from such Development Antibody; and,
– develop such Diagnostic Antibody Products and/ or Therapeutic Antibody Products in a Major Market and to bring those Diagnostic Antibody Products and/or Therapeutic Antibody Products to market in at least one clinical indication in a Major Market within the time frames set out in the Development Plan; and,
– satisfy market demand for such Diagnostic Antibody Products and/or Therapeutic Antibody Products.

If the Parties, or their Affiliates, enter into a Licensee Antibody Product License Agreement comprising terms typically found in agreements of like nature for similar products, to be negotiated in good faith Licensee shall be granted, to the extent Licensor is able, an exclusive, sub-licensable, license under the Licensor IP to enable it to research, develop and commercialize such Licensee Antibody Products in respect of the relevant Target in any country outside Japan.

License Property
Licensor IP shall mean any Patent Rights, Materials or Know How relating to a Target, Diagnostic Antibody Products, Therapeutic Antibody Products and Other Products which are owned by, or licensed to Licensor, at the Commencement Date or which become owned by or licensed to Licensor ( other than Licensee IP) during the term of this Agreement and any Patent Rights, Materials or Know How owned by or licensed to Licensor ( other than Licensee IP) which relate to a Licensee Library Antibody which has been assigned to Licensor.

Licensor Nominated Targets shall mean the Targets nominated by Licensor and accepted by Licensee for inclusion in the Nominated Target List after the Commencement Date.

Product License shall mean an exclusive, worldwide, sublicensable, royalty bearing license under the Licensee IP to develop, make, have made, use, import, market and sell Development Antibodies, Diagnostic Antibody Products and Therapeutic Antibody Products in the Territory.

Product shall mean a Diagnostic Antibody Product or a Therapeutic Antibody Product.

Field of Use
Licensee is a leader in the field of rapid human antibody discovery, engineering and other related activities in the use of antibodies for target validation, drug design, and the development of proprietary therapeutic and diagnostic products.

This license to be granted to Licensee by Licensor shall only be in respect of the relevant Licensee Antibody Product and shall only be to the extent needed by Licensee to research, develop and commercialize that Licensee Antibody Product in respect of the relevant Target.

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.

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: 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.

Products for Radioimmunoguided SurgeryTM (RIGS'), in which a radiolabelled Single Chain Antibody is administered to a cancer patient; time elapses for preferential concentration of the radiolabelled Single Chain Antibody in neoplastic tissue and decrease of background radioactivity in the patient; and such preferentially concentrated radiolabelled Single Chain Antibody is detected within a surgical operative field by a detector probe placed in juxtaposition with tissue suspected of containing said radiolabelled Single Chain Antibody.

IPSCIO Record ID: 240615

License Grant
The Parties previously entered into an Amended and Restated Development and License Agreement governing the Parties’ joint development of anti-CD40 antibodies.

Licensor has discontinued the anti-CD40 antibody program thereunder, and Licensee now wishes to continue development of anti-CD40 antibodies on its own.

As of the effective date, the Prior Agreement is terminated in its entirety.

For the Grant under Licensor CD40 Know How,  Licensor grants a license under the Licensor CD40 Know How, to research, develop, make or have made, use, import, export, sell or offer for sale, Licensed Products in the Field in the Territory.

For the Grant under Licensor CD40 Patents, Licensor grants a license under the Licensor CD40 Patents, to research, develop, make or have made, use, import, export, sell or offer for sale, Licensed Products in the Field in the Territory.

For the Grant under Licensor Patents,  Licensor grants a license under the Licensor Patents, to research, develop, make or have made, use, import, export, sell or offer for sale, Licensed Products in the Field in the Territory.

For the Right to Use Materials and Technology,  Licensor grants a license under Licensors rights in the Materials and Technology, to use the Materials and Technology in the form supplied by Licensor to Licensee under this Agreement to research, develop, make or have made, use, import, export, sell or offer for sale, Licensed Products in the Field in the Territory.

License Property
Antibody means the humanized anti-CD40 monoclonal antibody designated by Licensor as PRO64553.

Anti-CD40 Antibody means any anti-CD40 antibody, including, without limitation, the Antibody, any variant, including, without limitation, humanized versions, or fragment, including, without limitation, single-chain versions, of any such anti-CD40 antibody, conjugates, including conjugates with radionuclides, toxins or other compounds, of any of the foregoing which, in each case, was developed by Licensor in its performance of the Prior Agreement.

Licensor CD40 Patents include, no. 60/280805 and no. 10/099,818 entitled Combination Therapy.

Licensed Product means any product containing an Anti-CD40 Antibody.

SGN-40 is a humanized monoclonal antibody that targets the CD40 antigen, which is highly expressed on most B lineage hematologic malignancies including non-Hodgkin's lymphoma, multiple myeloma and chronic lymphocytic leukemia. CD40 is also found on many types of solid tumors, including bladder, renal and ovarian cancer, and may play a role in immunologic diseases.

Field of Use
SGN-40 is a humanized monoclonal antibody currently in Phase I and Phase II clinical trials for multiple myeloma, chronic lymphocytic leukemia and non-Hodgkin's lymphoma.

IPSCIO Record ID: 257238

License Grant
Licensor grants the German Licensee an exclusive, even as to Licensor, but not as to sublicensees of Licensee that receive a direct license from Licensor upon Licensees request, right and license, without the right to grant sublicenses, under Independent Licensor Technology, Licensor Collaboration Technology, Licensor Process Technology, and Licensors rights and interest in the Joint Collaboration Technology to use such manufacturing process to make and have made Approved Collaboration Products against a Non-Proprietary Target for sale and use in Europe.
License Property
Collaboration Product means any composition or formulation containing a BiTE Molecule binding to a Collaboration Target.

BiTE Molecule means a polypeptide comprising a bi-specific Single Chain Antibody binding to T-cells.

Target means a cell-surface antigen.  The list of proprietary targets is epha2, alpha – V, and, beta-3.

BiTE molecules are designed to direct the body’s cytotoxic, or cell-destroying, T cells against tumor cells, and represent a new therapeutic approach to cancer therapy.

Field of Use
This product collaboration is useful for the development of antibody-based pharmaceutical products.

Licensee's product candidates aim to efficiently redirect the patient’s immune response to tumor cells either through the use of specific recombinant antibodies for the eradication of cancer cells, as is the case with adecatumumab, or through BiTE molecules, which target cancer cells for elimination by the patient’s own T cells.

IPSCIO Record ID: 369364

License Grant
In consideration of the mutual covenants contained in this Amendment and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree to amend several sections including but not limited to Royalties and Licensee shall have the right, at its sole discretion, either itself or through counsel  of its choice, to control the preparation, filing, prosecution, maintenance and enforcement of all Patents which claim Program Antibodies.
License Property
This agreement is for Collaborative Research. The goal of the Program is to humanize and optimize Candidate Molecules. The plan includes antibody cloning, assay development and validation, design and synthesis of Humanization/Optimization Libraries, Screening, Characterization, Affinity Maturation, Iterative Affinity Maturation and Deliverables. Licensor shall optimize and humanize the Candidate Molecules as set forth in the Research Plan. Licensor shall use its commercially reasonable efforts to perform its obligations under the Program in accordance with the Research Plan. Licensor shall provide the personnel, materials, equipment and other resources required to conduct its obligations under the Program. Licensor shall perform its obligations under the Program in accordance with high scientific and professional standards, and in compliance in all material respects with the requirements of applicable laws and regulations. Licensee shall use its best efforts to actively research, develop and obtain regulatory approvals to market in major markets throughout the world at least one Product.

Product shall mean any product for use in the Field, which is a composition that incorporates one or more Program Antibodies or is derived from one or more Program Antibodies. The Candidate Molecules shall mean, collectively, monoclonal antibody (mAb) HUIV26 and mAb HUI77 as provided by Licensee to Licensor. Materials shall mean the Candidate Molecules, DNA sequence information and the cDNA to encode Candidate Molecules and the hybridoma cell lines expressing the Candidate Molecules. Program Antibody shall mean the optimized and humanized compositions of matter developed under the Program, and the cDNA encoding such compositions of matter, delivered to Licensee.

Field of Use
HUI77 and HUIV26 are anti-angiogenic mouse antibodies discovered using subtractive immunization, which could enable Licensee to pursue the commercialization of these antibodies.

Licensee is developing a family of antibodies that is selective for angiogenesis.  Anti-angiogenesis as a treatment for cancer.

IPSCIO Record ID: 329718

License Grant
Licensor hereby grants to Licensee
(A) an exclusive, royalty-bearing right and license, with the right to grant sublicenses as set forth in this Agreement, under the Licensor Technology, the Licensor Collaboration Technology and the Joint Collaboration Technology, in each case solely to  (1) sell, offer to sell, import, use, and otherwise Commercialize Non-Co-Promoted Products (other than MDX-1379) for any purpose in the Field in the United States; and
(2) sell, offer to sell, import, use and otherwise Commercialize Products for any purpose in the Field in the Royalty Territory; including, in each case ((1) and (2)), for use as monotherapy or for use together or in combination with Agents, other Immunotherapeutic Agents, or other vaccines, biologics or compounds; (3) sell, offer to sell, import, use and otherwise Commercialize MDX-1379 for all uses permitted by the PHS License for use in the Field in the Royalty Territory; and (4) make and have made Non-Co-Promoted Products (other than MDX-1379), Products and MDX 1379 for use in the activities set forth in this Agreement.

(B) a co-exclusive (with Licensor and its Affiliates), royalty-bearing right and license, with the right to grant sublicenses as set forth in this Agreement, under the Licensor Technology, the Licensor Collaboration Technology and the Joint Collaboration Technology, in each case solely to (1) sell, offer to sell, import, use and otherwise Commercialize Products (other than Non-Co-Promoted Products) for any purpose in the Field in the United States, including in each case for use as monotherapy or for use together or in combination with each Agent with respect to which the Co-Promotion Product is Developed in accordance with this Agreement; and (2) sell, offer to sell, import, use and otherwise Commercialize MDX-1379 for all uses permitted by the PHS License for use in the Field in the United States (but which license shall be exclusive if MDX-1379 is a Non-Co-Promoted Product); and
(3) make and have made Products and MDX-1379 (other than Non-Co-Promoted Products) for use in the activities set forth in this Agreement.

License Property
MDX-1379 means that certain gp100 peptide vaccine being Developed by Licensor as of the Execution Date for use together, or otherwise in combination, with MDX-010 for the treatment of metastatic melanoma.

MDX-010 is a fully human antibody against human CTLA-4, a molecule on T cells that is believed to be responsible for suppressing the immune response. MDX-010 also has the potential to enable the immune systems of cancer patients to more effectively fight tumors.

Lead Antibody means MDX-010, which has the amino acid sequences for CDR 1, 2 and 3 of the heavy chain variable region as Previously Disclosed.

U.S. Patent No. 5,811,097 – Blockade of T lymphocyte down-regulation associated with CTLA-4 signaling
U.S. Patent No. 5,855,887 – Blockade of lymphocyte down-regulation associated with CTLA-4 signaling
U.S. Patent No. 6,051,227 – Blockade of T lymphocyte down-regulation associated with CTLA-4 signaling

Antibody means any antibody, or fragment thereof, whether human, humanized, chimeric, murine or from any other source (and including bispecific antibodies, single chain antibodies, and immunoconjugated antibodies), that (a) has been raised, engineered or otherwise optimized to bind specifically and directly to the Target (whether exclusively or in addition to any other target such Antibody may modulate), and (b) once bound to the Target, has antagonistic activity against or otherwise blocks the immunosuppressive signaling of the Target.  For clarification, (x) any antibody or fragment thereof, whether human, humanized, chimeric, murine or from any other source (and including bispecific antibodies, single chain antibodies, and immunoconjugated antibodies) that is Derived from an Antibody, binds specifically and directly to the Target, and otherwise meets the requirements of clause (b) above, shall be an Antibody for purposes of this Agreement and (y) any fusion protein comprised of a fragment of an Antibody and that uses such fragment in order to bind to the Target shall be considered an Antibody for purposes of this Agreement.  For clarification, the Lead Antibody is an Antibody.  For the avoidance of doubt, those fusion proteins known as CTLA4-Ig and LEA-29Y shall not be considered Antibodies for purposes of this Agreement.

Licensor Non-Collaboration Technology means (a) any and all Information, Materials and inventions (i) conceived, discovered, developed or otherwise made, solely by or on behalf of Licensor or its Affiliates or, to the extent permitted under the applicable sublicense agreement, its sublicensees (other than Licensee and its Affiliates), or (ii) acquired or otherwise used (but only to the extent Controlled) by Licensor or its Affiliates, in each case ((i) and (ii)), after the Execution Date and during the term of this Agreement, that are necessary or reasonably useful in the Development, Commercialization, manufacture or use of MDX-1379, an Antibody, Product or Non-Antibody Substance, whether or not patented or patentable, but excluding any (u) Excluded Technology, (v) Licensor Pre-Existing Technology, (w) Mice-Related Technology, (x) Mice Materials, (y) Collaboration Technology and (z) any Information, Materials and inventions conceived, discovered, developed or otherwise made, by or on behalf of Licensor, its Affiliates or sublicensees in connection with the clinical trials identified in this Agreement, unless and until such activities are set forth in a Global Development Plan and Budget and Licensee reimburses Licensor for Licensee’s share of such Development Costs as provided in this Agreement (collectively, “Licensor Non-Collaboration Know-How”), and (b) Patents and other intellectual property rights with respect to the Information, Materials and inventions described in clause (a) above (collectively, “Licensor Non-Collaboration Patents”); provided, however, upon termination of this Agreement pursuant to this Agreement with respect to a Product or MDX-1379, Licensor Non-Collaboration Technology shall be limited to (1) Licensor Non-Collaboration Know-How and Licensor Non-Collaboration Patents with respect to such Product or MDX-1379 that are in existence as of the date of termination, and (2) those Patents that are filed thereafter to the extent that they claim Licensor Non-Collaboration Know-How included in clause (1) above.  For purposes of this definition, the determination of whether Information, Materials and inventions are conceived, discovered, developed or otherwise made by a Party for the purpose of allocating proprietary rights (including Patent, copyright or other intellectual property rights) therein, shall be made in accordance with Applicable Law in the United States.

Commercialize means to promote, market, distribute, sell (and offer for sale or contract to sell) or provide product support for a Product or MDX-1379.

Field of Use
Field of use is for the treatment of metastatic melanoma (cancer) by the development and commercialization of an antibody-based product incorporating MDX-010 as the sole active ingredient or for use together, or otherwise in combination, with MDX-1379 (gp-100) or with certain other immunotherapeutic agents. The Lead Product is for use in the first Cancer Indication.

Cancer means any type of cancer in any cell or organ in a human body, including any Core Cancer.

IPSCIO Record ID: 319203

License Grant
For the research program, the general goals and intent of the Collaboration are to apply the Exelixis technology to discovering Eligible Targets that may be useful for the discovery and development of small molecule drugs for the prevention, treatment or cure of cancer.

Regarding the Licensor Know-How and Patents.
For Research, Licensor grants a non-exclusive, worldwide, license, under any Licensor Know-How and Patents solely to perform the research tasks assigned and and to perfom research, during the first six months after the end of the Research Term, upon mammalian orthologues of certain Model System Targets.

For Licensee Selected Targets, Licensor grants an exclusive, worldwide license, under any Licensor Know-How and Patents covering the composition, manufacture, or use of one or more Licensee Selected Targets, to make and use each such Licensee Selected Target;
(A) to perform research within the Research Field upon each such BMS Selected Target, including using such Licensee Selected Target to search for Collaboration Compounds,
(B) to develop, and make or have made for use in the Development Field, Licensee Products comprising or incorporating Collaboration Compounds,
(C) to develop, following the commencement of a clinical trial of a Licensee Product in the Development Field, such Licensee Product for any human indication, and
(D) to make, have made, use, import sell offer to sell and have sold Licensee Products.

For Assays, Licensor grants an exclusive, worldwide license, under any Licensor Know-How and Patents covering the composition or use of one or more Assays;
(A) to make and have made such Assay,
(B) to use each such Assay to search for, make and have made
– (1) Collaboration Compounds with activity against the Licensee Selected Target for which such Assay was developed, and
– (2) compounds that lack activity against the Licensee Selected Target for which such Assay was developed,
(C) to develop, and make or have made, for use in the Development Field, and in any defined field licensed by Licensee, Licensee Collaboration Products, and
(D) to develop, following the commencement of a clinical trial of a Licensee Collaboration Product in the Development Field, such Licensee Collaboration Product for any human indication. Such license shall convert to a nonexclusive license, on an Assay-by-Assay basis, on the earlier of the date that is twenty (20) years after the end of the Research Term, or the Licensee Selected Target relating to such Assay becomes an Abandoned Target and is selected by Licensor as a Licensee Selected Target.

For Lead Compounds/Back-Up Compounds, Licensor grants a worldwide, license, under any Licensor Know-How and Patents during the term of this Agreement covering the composition, manufacture, or use of a Lead Compound delivered to Licensee or a Back-up Compound for such Lead Compound;
(A) to make derivatives of such Lead Compounds and Back-up Compounds,
(B) to research, develop, and make or have made for use in the Development Field, Licensor Collaboration Products comprising or incorporating such a Lead Compound or Back-up Compound or derivative thereof,
(C) to develop, following commencement of a clinical trial of such a Licensor Collaboration Product in the Development Field, such Licensee Collaboration Product for any human indication, and
(D) to make, have made, use, import, sell, offer to sell and have sold such Licensee Collaboration Products.

For Pharmacogenomic Uses, Licensor grants a nonexclusive, worldwide license, under the Licensor Know-How and Patents covering the composition, manufacture or use of any Selected Target of either Party, to use such Selected Target in the research, development, manufacture, use, import, sale and offer for sale of a Pharmacogenomic Product for use
(A) in connection with the research, development, manufacture, use, import, sale and offer for sale, for any indication, of a Licensee Product or a product that modulates the same Selected Target as such Licensee product via substantially the same molecular mechanism of action (a Target Product), and
(B) in the labeling, promotion, and registration of any Licensee Product or Target Product for any indication.

For Negative Screening Using Licensor Targets, Licensor grants a non-exclusive, worldwide, bearing license under any Licensee Patents and Know-How covering the
composition, manufacture, or use of an Licensor Selected Target, to use such Licensor Selected Target solely in secondary screening assays developed by or for Licensee to identify, research and develop Collaboration Compounds and Licensee Products that lack the ability to inhibit, activate or otherwise modulate the activity of such Licensee Selected Target.

Foe Licensor Validation Protocols and Reagents, Licensor grants a non-exclusive, worldwide license under the Licensor Know-How and Patents relating to;
(A) the Licensor validation protocols and reagents listed and
(B) all validation protocols and reagents that are developed by Licensor in the course of performing its duties under the Research Plan, to use same for all purposes.

For Improvements to Licensee Validation Protocols and Reagents, Licensor grants a non-exclusive, worldwide license under the Licensor Know-How and Patents to use for all purposes, all improvements to the validation protocols and reagents licensed by Licensee that incorporate or contain any of such validation protocols and reagents licensed by Licensee.

Regarding Target Inventions
– Licensor grants an exclusive, worldwide license, under the Target Inventions invented solely by Licensee and all Patents Controlled by Licensor that claim such Target Inventions, to use such Target Inventions for all purposes other than those for which
Licensor has exclusive rights.

– Licensor grants a worldwide license, under the Target Inventions invented jointly by the Parties and all Patents Controlled by Licensor that claim such Target Inventions, to use, without any accounting or obligation to, or consent required of Licensor, such Target Inventions for all purposes other than those for which Licensor has exclusive rights. The foregoing license is exclusive, with respect to Licensee Selected Targets, for those purposes for which Licensee has exclusive rights; such license is co-exclusive for all other permitted purposes.

License Property
Licensor is a multinational biotechnology company that has expertise and proprietary
technology relating to genetic model systems, functional genomics and computational biology and is applying such technology to discover and validate targets for drug discovery in a variety of disease areas.

Collaboration Compound means any molecule that
(a) has a molecular weight less than or equal to one thousand (1,000) daltons,
(b) is known, prior to the initiation of the first clinical trial for a Product containing such molecule, to have the ability to directly inhibit, activate or otherwise modulate the activity of a Selected Target, or inhibit, activate or otherwise modulate the activity of a Selected Target or its encoded protein in an assay measuring the activity of such Selected Target, and
(c) such ability is identified by or on behalf of a Party or its Affiliate or sublicensee, after the selection of a Selected Target by such Party, through the use to any material extent of such Selected Target or any Information relating to such Selected Target.

DPI Orthologue means a human orthologue.

Eligible Target means a human gene that is
(a) a human orthologue of a Model System Target,
(b) identified prior to the Research Term and during the Research Term or, after the end of the Research Term;
(c) not subject to any previously granted, prior to the identification of such gene as a human orthologue of a Model System Target, and currently in effect license from
Licensor to a Third Party for such Third Party to use such gene or its encoded protein for research in the Research Field or development, in the Development Field, of a small molecule product directed at such gene or its encoded protein or to make, use, import, offer for sale or sell such a product; provided, that so long as such license is not exclusive, the Licensee members of the JSC may elect to waive the requirements under this subsection (c) as to any given gene, and
(d) either not claimed in an issued Third Party patent covering its composition of matter or method of use in oncology,

Model System Target means an invertebrate or non-human, vertebrate gene.

Phenotypic Screen means a screen performed in a wild-type cell or organism in which certain genes are turned on or off and the effect thereof is measured through the use of an assay that measures a biological response in the Research Field.

Field of Use
Research Field means cancer research regarding
(a) growth regulation,
(b) cell cycle control,
(c) DNA damage response,
(d) cell survival,
(e) cell adhesion, or
(f) apoptosis as they pertain to cancer, as well as the adenomatous polypossis coli gene (apc} For clarity, the Research Field does not include angiogenesis/lymphangiogenesis research or research regarding cell motility or cell-cell communication (it being understood that cell-cell communication does not encompass cell adhesion which shall be included within the Research Field.

Development Field means the treatment or prophylaxis of any type of human cancer.

The Parties are establishing a collaboration to apply such Licensor technology and expertise to the identification and characterization of biochemical pathways and targets in specific research areas relevant to cell growth and proliferation, to generate small molecule therapeutic or prophylactic compounds directed against such targets, and to provide for the development and commercialization of novel therapeutic and prophylactic products based on such research.  In a cooperative effort that will leverage each Licensees technology and expertise in the fields of genomics and target validation, Licensor will identify and validate molecular targets that trigger cell death in cancer cells, while leaving normal cells unharmed. Licensee will then further validate these targets in human models.

IPSCIO Record ID: 372646

License Grant
For the Collaboration Antigens, with respect to each Collaboration Antigen until such time as such Collaboration Antigen becomes a Discontinued Antigen or Failed Antigen, Licensor grant to Licensee of England
– an exclusive, worldwide right and license under the Licensed Licensor lP Rights, other than the XenoMouse Know-How Rights and XenoMouse Patent Rights, and the Licensor Process Know-How Rights and Licensor Process Patent Rights, and, subject to the Supplementary XenoMouse Agreement, the XenoMouse Know-How Rights and XenoMouse Patent Rights, in each case to Exploit Licensed Products that bind to and are directed against such Collaboration Antigen for use in the Commercial Field; and,
– an exclusive, worldwide right and license under the Licensor Subsequent Antigen-Specific Know-How Rights, Licensor Subsequent Antigen-Specific Patent Rights, Licensors rights in the Collaboration Know-How Rights and Collaboration Patent Rights, Licensor Oncology Know-How Rights, Licensor Oncology Patent Rights, Licensor Other Know-How Rights and Licensor Other Patent Rights, and,-
– an exclusive, worldwide right and license, under the Licensor Prior Antigen Specific Know-How Rights and Licensor Prior Antigen-Specific Patent Rights, and the other Licensed Licensor IP Rights solely to the extent necessary to enable Licensee to utilize Additional Technology applicable to such Collaboration Antigen, Collaboration Technology, Oncology Technology, Other Technology and Antigen-Specific Technology, in each case to Exploit Non-Antibody Products with respect to such Collaboration Antigen for use in the Commercial Field;
– an exclusive, worldwide right and license, under the Licensed Licensor IP Rights, other than the XenoMouse Know-How Rights, except solely to the extent necessary to enable Licensee to utilize Additional Technology applicable to such Collaboration Antigen, Antibody Technology, Collaboration Technology, Oncology Technology, Other Technology and Antigen-Specific Technology to Exploit Non-Licensed Products, other than Non-Antibody Products, XenoMouse  Patent Rights, Licensor Process Know-How Rights and Licensor Process Patent Rights, to Exploit Non-Licensed Products that bind to and are directed against such Collaboration Antigen for use in the Commercial Field.

For the Research and Development Program Licenses, with respect to each Collaboration Antigen, other than Discontinued Antigens or Failed Antigens, prior to the designation of a Candidate Drug that binds to and is directed against such Collaboration Antigen, Licensor grant to Licensee an exclusive, worldwide right and license, without the right to grant sublicenses, under and to the Licensed Licensor IP Rights applicable to such Collaboration Antigen, to conduct its obligations, and exercise its rights, under the applicable Research Program, Development Program.

For the Licensed Products, with respect to each Collaboration Antigen, other than Discontinued Antigens and Failed Antigens
— with respect to which a Candidate Drug has been selected, Licensor  grants the exclusive, worldwide, right and license, with the right to grant sublicenses through multiple tiers of sublicensees, under the Licensed Licensor IP Rights applicable to such Collaboration Antigen to Exploit Candidate Drugs that bind to and are directed against such Collaboration Antigen for use in the Commercial Field and, after Licensee has delivered an Election Notice to Licensor with respect to such Collaboration Antigen, all Licensed Products that bind to and are directed against such Collaboration Antigen for use in the Commercial Field, and,
— with respect to each Collaboration Antigen, other than Discontinued Antigens and Failed Antigens, with respect to which a Candidate Drug has been selected, Licensor grants the exclusive license and right of reference, with the right to grant sublicenses, under Licensors rights, titles and interests in and to any Registrations, to the extent not otherwise assigned, to Exploit Candidate Drugs and Licensed Products that bind to and are directed against such Collaboration Antigen for use in the Commercial Field.

For the Non-Licensed Products with respect to each Collaboration Antigen, other than Failed Antigens or Discontinued Antigens, Licensor grants
— the exclusive, worldwide, right and license, with the right to grant sublicenses, under Licensors right, title and interest in and to the Collaboration Know How Rights and Collaboration Patent Rights, Licensor Oncology Know-How Rights, Licensor Oncology Patent Rights, Licensor Other Know-How Rights, Licensor Other Patent Rights and the Licensor Subsequent Antigen-Specific Know-How Rights and Licensor Subsequent Antigen-Specific Patent Rights applicable to such Collaboration Antigen, and the other Licensed Licensor IP Rights solely to the extent necessary to enable Licensee to utilize Collaboration Technology, Oncology Technology, Other Technology and Antigen-Specific Technology, and,
— the exclusive, worldwide right and license, with the right to grant sublicenses, under the Licensor Prior Antigen-Specific Know-How Rights and Licensor Prior Antigen-Specific Patent Rights applicable to such Collaboration Antigen, in each case to Exploit Non-Antibody Products with respect to such Collaboration Antigen for use in the Commercial Field.

For the Antigen-Specific Technology, subject to any applicable Licensor In-License, with respect to each Discontinued Antigen, Failed Antigen and Non-Selected Antigen, Licensor grants
– the non-exclusive, worldwide right and license, with the right to grant sublicenses, under the Licensor Subsequent Antigen-Specific Know-How Rights and Licensor Subsequent Antigen-Specific Patent Rights applicable to each such Antigen to Exploit Non-Licensed Products, other than Non-Antibody Products, that bind to and are directed against such Antigen for use in the Commercial Field, and,
– the exclusive, worldwide right and license, with the right to grant sublicenses, under the Licensor Subsequent Antigen-Specific Know-How Rights and Licensor Subsequent Antigen-Specific Patent Rights applicable to each such Antigen to Exploit Non Antibody Products with respect to such Antigen for use in the Commercial Field.

For the Other Technology, Licensor grants a non-exclusive, worldwide right and license, with the right to grant sublicenses, under the Licensor Other Know-How Rights and Licensor Other Patent Rights for all purposes for use in the Commercial Field.

License Property
Licensor has rights in the XenoMouse® Animals, and other proprietary technology regarding the research, development, manufacture and commercialization of fully human monoclonal antibodies generated thereby.

Licensor Product shall mean a product containing an Antibody or Antibody Equivalent that binds to and is directed against a Discontinued Antigen or Failed Antigen.

Core Antibody Technology shall mean such Antibody Technology Controlled by Licensor that is Reasonably Necessary to complete the following portions of a Research Program generally in accordance with the template Research Program Work Plan, that has as its goal the delivery of Antibodies that meet the applicable Candidate Drug Target Profile criteria in accordance with industry standards
— the immunization of XenoMouse Animals,
— the generation of Antibodies from such XenoMouse Animals, and,
— the initial characterization of such Antibodies, consisting of binding such Antibodies to an antigen, epitope binning, as described in International Patent Application No. WO 03/48731, kinetic ranking, as described in International Patent Application No. WO 03/48730), affinity measurement, by BiaCore and KinExA, and sequencing; in each case as customarily practiced by Licensor, utilizing Licensor standard techniques and materials, other than transfer vectors
proprietary from Third Parties, for hybridoma or XenoMax Technology approaches.

Field of Use
The collaboration is for the development of antibody therapeutics for the treatment of oncology.
This alliance involves the joint discovery and development of therapeutic antibodies for up to 36 cancer targets to be commercialized exclusively worldwide by Licensee .

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: 291169

License Grant
Licensor hereby grants to Japanese Licensee, in the Field and within the Territory
(a) a non-exclusive right and license, with the right to sublicense, under the Licensor Background Technology to make, have made, use, sell and import Program Antibodies;
(b) a non-exclusive right and license, with the right to sublicense, under any Patent Rights and Know-How Controlled by Licensor Covering any control antibodies provided by Licensor for the sole purpose of using such control antibodies to evaluate the Program Antibodies; and
(c) an exclusive right and license, with the right to sublicense, under any Program Patent Rights or other Patent Rights and Know-How Controlled by Licensor Covering each antibody-producing cell line created by Licensor that expresses a Program Antibody provided by Licensor, for the sole purpose of using such cell line to produce the applicable Program Antibody.
License Property
Licensor Background Technology means any and all Know-How and Patent Rights owned by Licensor as of the Effective Date or that come to be Controlled by Licensor during the Program Term (other than the Program Technology) and, in particular, any such Patent Rights and Know-How Covering any Collaboration Target, Program Antibody or Collaboration Product, that are necessary for (a) research related to Collaboration Target(s) or (b) Research and Development, Manufacture or commercialization of Program Antibody(ies) or Collaboration Product(s). For the avoidance of doubt, the Parties acknowledge that, to the extent any Licensor Background Technology is covered by a license or other agreement with a Third Party, such Licensor Background Technology shall, for all purposes of this Agreement, be subject to the limitations, restrictions and financial obligations established in such Third Party license or agreement, with Licensee being responsible for payment of the portion of the financial obligations related to this Agreement arising as a result of the Collaboration. Licensor Background Technology excludes the Human Engineeringâ„¢ Technology.

Antibody means any immunoglobulin molecule whether in monospecific or any other form and shall include, without limitation, immunoglobulin fragments, such as Fv, Fab, F(ab’) and single-chain antibodies.

Program Antibody means an Antibody Product that (a) is identified or discovered by Licensor in the course of the Collaboration, or (b) the Parties agree to acquire from a Third Party, and, in the case of clauses (a) and (b), selectively binds to and acts through a Collaboration Target; provided, however, that in no event shall an Antibody Product that is subject to one or more Pre-existing Obligations become a Program Antibody unless such designation is affirmatively agreed to by the Joint Steering Committee after disclosure of the nature of such Pre-existing Obligation(s) by the applicable Party, such agreement not to be unreasonably withheld or delayed.

Antibody Product means any composition of matter or article of manufacture consisting essentially of an Antibody (a) alone or (b) integrally associated with a composition of matter or article of manufacture (including without limitation conjugates bound to a toxin, label or other moiety) providing therapeutic, half-life, safety or other advantages to the Antibody.

Program Patent Rights means any Patent Rights Controlled by a Party or jointly by the Parties that Cover any Program Technology or Program Materials.

Patent Rights means all patents and patent applications existing as of the Effective Date and all patent applications thereafter filed and patents thereafter issued, including, without limitation, any continuations, continuations-in-part, divisionals, provisionals or any substitute applications, any patent issued with respect to any such patent applications, any reissue, reexamination, renewal or extension (including any supplemental protection certificate) of any such patent, and any confirmation patent or registration patent or patent of addition based on any such patent, and all foreign counterparts of any of the foregoing.

Field of Use
Field means any and all uses except, until the expiration or termination of the Chiron Exclusivity Period, the diagnosis, prevention, control or treatment of Cancer.

IPSCIO Record ID: 319191

License Grant
Licensor hereby grants to German Licensee an exclusive (even as to Licensor), royalty-bearing, right and license, with the right to grant and authorize the grant of sublicenses, under the Independent Licensor Technology and Collaboration Technology, to make, have made, use, offer for sale, sell, and import Licensed Products in the Territory.

Licensor hereby grants to Licensee an exclusive (even as to Licensor), royalty-bearing, right and license, with the right to grant sublicenses as permitted by Section 6.1(d), under Licensor Process Technology, to make and have made Licensed Product for sale and use in the Territory.

License Property
Licensed Product means MT103 alone or as part of a composition or formulation.

MT103 means the BiTE Product containing the BiTE Molecule with the amino acid sequence set forth in this agreement.  Such BiTE Molecule is currently known as blinatumomab.

BiTE Product means any compositions or formulation containing a BiTE Molecule.

BiTE Molecule means a polypeptide comprising a bi-specific Single Chain Antibody binding to T-cells.

Licensor Collaboration Technology means (i) the Patents listed below, and (ii) any Know-How, (other than Licensor Process Technology or Know-How directed to manufacturing of any product,) made or generated solely by employees, or Third Party agents or independent contractors of Licensor or its Affiliates during the course of, in furtherance of, and as a direct result of such employees, agents or independent contractors performing an activity pursuant to the Collaboration and License Agreement, and (iii) any Patents and Know-How made or generated solely by employees, or Third Party agents or independent contractors of Licensor or its Affiliates (to the extent Licensor has the ability to grant such rights) during the course of, in furtherance of, and as a direct result of such employees, agents or independent contractors performing Services or consulting services pursuant to this Agreement.  Licensor Collaboration Technology does not include Know-How with respect to the recipe of Media Materials.
Patent WO 09070642 and Patents that are entitled to the filing date of WO 09070642 or to the application to which WO 09070642 claims priority.

Licensor Process Technology means any Patents and Know-How that (i) in the case of Know How that is Controlled by Licensor as of the Effective Date and in each case that has been used by Licensor with respect to the Manufacturing Process, and (ii) in the case of Patents, that are owned by Licensor as of the Effective Date and would be infringed by use of the Manufacturing Process.  Licensor Process Technology does not include Know-How with respect to the recipe of Media Materials.

Technology Patent means (i) a Patent owned by or licensed to Licensee that contains a claim that covers the making, using, selling, offering for sale or importing of a Licensed Product or (ii) a Patent that is included in Independent Licensor Technology or (iii) a Patent that is included in Licensor Process Technology or (iv) a Patent that is included in Collaboration Technology.

Joint Collaboration Technology means any Patents and Know-How made or generated jointly by employees, or Third Party agents or independent contractors of both Parties or their Affiliates during the course of, in furtherance of, and as a direct result of such employees, agents or independent contractors performing an activity pursuant to the Collaboration and License Agreement or this Agreement.

Field of Use
The field of use is for the treatment of cancer using BiTE antibodies.

BiTE antibodies represent a new class of antibodies that activate the T cells of a patient’s immune system to eliminate cancer cells. T cells are considered the most powerful “killer cells” of the human immune system.

Licensee is a biopharmaceutical company focused on the discovery, development and commercialization of innovative antibody-based therapies for the treatment of cancer.

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