FOURTH AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT
UC Agreement Control No. 2006-04-0026
This fourth amendment (“Fourth Amendment”) to the Exclusive License Agreement (“Agreement”), effective December 31, 2012 is made by and between the Regents of the University of California, a California corporation (“The Regents”), and Putney Drug Corp., a Delaware company (“Licensee”).
|A.||The Regents and Licensee are parties to the Agreement, dated as of July 11, 2005.|
|B.||The Agreement was amended on November 8, 2005 (“First Amendment”), on January 3, 2007 (“Second Amendment”) and on August 29, 2007 (“Third Amendment”);|
The parties agree as follows:
|1.||Amend paragraph 1.4 to read as follows: “1.4 The ‘Field of Use’ means human therapeutics for the treatment of autoimmune diseases, including multiple sclerosis.”|
|2.||Amend paragraph 4.3 to increase the annual maintenance fee from “$5,000” to “$10,000”.|
|3.||Amend paragraph 4.2 by adding a new subparagraph 4.2c to read “seven hundred fifty thousand dollars ($750,000) upon the first achievement of fifty million dollars ($50,000,000) in annual sales while covered by a validly issued U.S. patent.”|
|4.||Amend paragraph 6.3c to replace “Within eight years of the Effective Date of this Agreement, initiate Phase III clinical trials” with “Within 3 years from the successful completion of the ongoing clinical trial of estriol for relapsing-remitting multiple sclerosis being conducted by Dr. Rhonda Voskuhl as principal investigator, initiate a Phase III clinical Trial”.|
|5.||Amend paragraph 6.3d to replace “fourteen (14) years” with “seventeen (17) years”.|
IN WITNESS WHEREOF, the parties have executed this Fourth Amendment to the Agreement by their duly authorized representatives for good and valuable consideration.
|PUTNEY DRUG CORP.||THE REGENTS OF THE UNIVERSITY OF|
|By:||/s/ Jeff Riley||By:||/s/ Emily Waldron Loughran|
|Name:||Jeff Riley||Name:||Emily Waldron Loughran|
|Title:||CEO||Title:||Director of Licensing|