Royalty Report: Drugs, Alzheimer’s disease, Disease – Collection: 294263

License Grant

Commercial Licenses to Licensee Subject to the terms and conditions of this Agreement, Licensor hereby grants to Licensee (i) an exclusive worldwide, royalty-bearing license during the Agreement Term, including the right to sublicense, under the Licensor IP and Joint IP to make, use, import, sell and offer to sell Products and (ii) a non-exclusive, worldwide perpetual, royalty-free license, with the right to sublicense, under the Licensor IP to make, use, import, sell, and offer to sell biomarkers and diagnostics relating to Products. The license granted shall survive the expiration or termination of the Agreement Term.

License Property

The goal of the Collaboration is to discover compounds directed against the pathology mediated by or directly associated with the protein tau in Alzheimers disease (Compounds) and to develop such Compounds as pharmaceutical products (Products).

Combination Product means any pharmaceutical product which contains one or more pharmacologically or therapeutically active compound(s), product(s) and/or ingredient(s) in addition to Product.

Licensor will remain the sole owner of or otherwise shall continue to control rights in all IP relating to any and all Materials, information, plans or methods, except for Products, that may be disclosed to Licensee or developed solely by Licensor, or licensed to Licensor prior to or separate from performance of the Collaboration (Licensor Existing IP).  

All IP conceived in the execution of the Collaboration solely by Licensor, except for Product-related IP, will be owned by Licensor (Licensor New IP)

All IP in the Field conceived in the execution of the Collaboration jointly by Licensor and Licensee, except for Product-related IP, will be owned jointly by Licensor and Licensee (Joint IP), provided that all IP in the Field created solely by any staff at  Party A will be owned by Party A and licensed to Licensor under the Party A Agreements, and will be considered part of the Licensor IP licensed to Licensee under this Agreement.

Field of Use

The field in research and development of Compounds in the field of the following neurodegenerative diseases Alzheimers disease; frontotemporal dementia; Pick s disease; and progressive supranuclear palsy.

License Grant

College hereby grants to Licensee an exclusive, worldwide, sublicensable license under the Patent Rights to make, have made, use, market, sell, offer to sell, lease and import Licensed Products in the Field.

License Property

Technologies are biomarkers that directly impact the diagnosis of neurodegenerative diseases.   Licensee , in collaboration with College, have applied the latest proteomic techniques to the differential diagnosis of neurodegenerative diseases utilizing blood serum.

The term Patent Rights shall mean United States Patent Application Serial No. TBA, entitled 'Biomarkers for Neurodegenerative Disease,' filed TBA, which was developed by the Inventors, the inventions described and claimed therein, and all other pending United States patent applications or parts thereof and any United States patent which issues from any such pending applications and any and all divisions, reissues, re-examinations, renewals, continuations, continuations-in-part to the extent the claims are directed to subject matter specifically described in the aforementioned patent application and are dominated by the claims of the existing Patent Rights, and extensions thereof, and all other counterpart, pending or issued patents in all other countries.

Re College OTA # 04-107 Entitled 'Serum Proteomic Methods and Biomarkers for Diagnosis of Neurodegenerative Disease and Differential Diagnosis of Alzheimers, Parkinsons Lou Gehrigs (ALS) Diseases, and other Motor Neuron and Neurological Disorders'

The term Licensed Product(s) shall mean any product, process or service that incorporates, utilizes or is made with the use of the Patent Rights.

Field of Use

This agreement pertains to the drug industry relating to Diagnosis of Neurodegenerative Disease and Differential Diagnosis of Alzheimers, Parkinsons Lou Gehrigs (ALS) Diseases, and other Motor Neuron and Neurological Disorders in the Field that shall mean all fields.

License Grant

The parties wish to enter into a collaboration employing Licensees medicinal chemistry, analytical chemistry and primary biology capabilities and Licensors chemistry, in vitro biology, and in vivo biology capabilities, in order to develop and commercialize pharmaceutical compounds subject to and in accordance with the terms and conditions of this Agreement (the “Collaboration”).

License to Commercialize Collaboration Compounds – With respect to all Collaboration Compounds for which Licensee has received Licensors approval to develop and commercialize, Licensor grants to Licensee a worldwide, exclusive license, with the right to sublicense, under the Licensor IP and Licensor’s interest in the Collaboration IP, to make, have made, use, sell, offer to sell and import Collaboration Compounds, and/or Collaboration Products based on such Collaboration Compounds, for any and all uses and indications in the Licensee Field.

License to Compounds (Other than Collaboration Compounds) Derived from Licensee Compounds –  Licensor grants to Licensee a worldwide, perpetual, exclusive, royalty-free license, with the right to sublicense, under Licensors interest in the Collaboration IP, to exploit for any and all purposes all compounds (other than Collaboration Compounds) derived, directly or indirectly, from Licensee Compounds.

Research Licenses – The Parties hereby grant each other non-exclusive, worldwide, royalty-free research licenses, without the right to sublicense, under their respective interests in the Licensee IP, Licensor IP and Collaboration IP, in order for each Party to perform its research obligations pursuant to Research Plans during the Collaboration Term.

License Property

Collaboration Compound shall mean a Licensee Compound or a Non-Exclusive Compound or a compound that is derived, directly or indirectly, from a Licensor Compound, Licensor Compound, or Non-Exclusive Compound; in each case, that modulates the biological activity of a Collaboration Target at a level of potency to be established by the JRC.  A compound shall be deemed to have been derived directly from another compound if it (i) is the result of a chemical modification made to such a compound, (ii) is otherwise obtained from a chemical synthesis program based on one or more such compounds, (iii) is based on proprietary structure-activity data obtained from the testing of one or more such compounds, or (iv) is specifically or generically within the scope of one or more claims of any patent application or patent filed by Licensee or Licensor or their Affiliates to protect any compound in category (i), (ii) or (iii) above.  A compound shall be deemed to have been derived indirectly from another compound if it is the result of a series of iterations of any or all of (i) through (iv) above.  For purposes of clarity, any compound synthesized in the course of the Collaboration and based on a Licensor Compound, Licensee Compound, or Non-Exclusive Compound which is active against a Collaboration Target at the level of potency established by the JRC shall be deemed a Collaboration Compound.

Licensee IP shall mean Licensee Patents and Licensee Know-how.  Licensee IP shall not include any intellectual property owned or licensed by Licensee or its Affiliates relating to the ECLiPSâ„¢ technology (i.e., the creation or use of encoded combinatorial libraries or any tag and/or marker compounds).

Field of Use

Licensee Field shall mean, with respect to each Collaboration Compound for which Licensee has received approval to develop pursuant, all human and animal disorders and diseases treated by modulation of a Collaboration Target by such Collaboration Compound.

Licensor Field shall mean, with respect to each Collaboration Compound, all human and animal disorders and diseases treated by modulation of a Collaboration Target by such Collaboration Compound.

The primary objective of the alliance is to identify active molecules and bring them forward to clinical proof of concept, yielding novel candidates for drug development in various therapeutic areas.

License Grant

The French Licensor grants a worldwide exclusive right and license in the Field under the Licensor Data, Inventions and interest in Joint Patent Rights and Joint Inventions to the extent necessary or useful to carry out Licensees research responsibilities under the Research Plan in accordance with this Agreement, and an exclusive right and license under the Licensor Data, Inventions and interest in Joint Patent Rights and Joint Inventions to develop, manufacture, have manufactured, use, commercialize, distribute for sale and sell Pharmaceutical Specialties containing Ampakines.

License Property

The licensed property is pertaining to a class of proprietary pharmaceuticals called Ampakines(R).  Certain of these Ampakines have the potential to modulate and treat cognitive impairment and dementia.

Ampakines are a class of drugs that bind to the glutamatergic AMPA receptor, enhancing its activity by slowing deactivation and attenuating desensitization of AMPA receptor currents, increasing synaptic responses and enhancing LTP.

Field of Use

The Field is the use of Ampakines for the treatment of declines in cognitive or performance associated with aging, and neurodegenerative diseases, including such as but not limited to Alzheimers disease, Parkinsons disease, multiple sclerosis, and Amyotrophic Lateral Sclerosis.

License Grant

University has granted diagnostic rights to certain knowhow and patent rights relating to Alzheimer's Disease.

This Agreement initially contemplates a transfer of existing Alzheimer Therapeutic Know-how to Licensee. Pursuant to such initial transfer and continuing collaboration thereafter, it is contemplated that Licensee will determine the amino add sequence of proteins and base sequence of nucleic acids, generate monoclonal antibodies, done and express and assess biological and therapeutic activity of proteins, all related to the Field of this Agreement.

In addition, Licensee will engage in a collaborative research project directed to the Field and funded by Licensee, which collaboration is contemplated to include
a.  development by Licensee of therapeutics based on specific materials provided; and
b.  other related research and development related to the development by Licensee of therapeutics for Alzheimer's disease.

Field of Use

The field of use is therapeutics for Alzheimer's disease and precursor or related conditions, including any applications in other neurodegenerative diseases derived from the results of the research done under this Agreement.