Common use of License Option Clause in Contracts

License Option. D.4.a. Aegis hereby grants to Lightlake an exclusive option (the “Lightlake Option”), to obtain an exclusive (even as to Aegis), worldwide, royalty-bearing license (with the right to grant sublicenses through multiple tiers) under Aegis’s interests in the Technology and any Joint Invention (including under any resulting patents) (the “Subject Invention”) to the Technology to research, develop, make, have made, use, sell, offer for sale, and import products containing the Compound or an Additional Compound in the Field (the “License Agreement”). Lightlake may exercise such Lightlake Option with respect to the Compounds by written notice to Aegis within ***REDACTED***days of the completion of the Study for the Compounds. Lightlake may also separately exercise such Lightlake Option with respect to the Additional Compounds by written notice to Aegis within 90 days the completion of the Study for the Additional Compounds. The License Agreement shall include the terms set forth in Attachment B and shall supersede any restrictions on use of the Technology contained in this Agreement. The parties shall use commercially reasonable efforts and shall work in good faith to negotiate and execute the definitive License Agreement during the ***REDACTED***day periods following exercise of the Lightlake Option with respect to the Compound and the Additional Compounds (the “Negotiation Periods”). Such Negotiation Periods may be extended by mutual agreement of the Parties. D.4.b. If such option or license is not concluded within the Negotiation Period, except as set forth below, neither party will have any further obligations to the other with respect to such Subject Invention. In the event that the parties are unable to finalize the License Agreement despite good faith negotiations in accordance with Section D.4.a during the Term, then Aegis shall be free to offer exclusive or non-exclusive licenses to the Joint Invention provided that for a period of ***REDACTED***months after the termination of the negotiations, Aegis shall not offer such a license to any third party under financial terms materially different from those offered to Lightlake without first offering those same terms to Lightlake.

License Option. D.4.a. a. Aegis hereby grants to Lightlake Opiant an exclusive option (the “Lightlake Opiant Option”), to obtain an exclusive (even as to Aegis), worldwide, royalty-bearing license (with the right to grant sublicenses through multiple tiers) under Aegis’s interests in the Technology and any Joint Invention (including under any resulting patents) (the “Subject Invention”) to the Technology to research, develop, make, have made, use, sell, offer for sale, and import products containing the Compound or an Additional Compound in the Field (the “License Agreement”). Lightlake Opiant may exercise such Lightlake Opiant Option with respect to the Compounds by written notice to Aegis within ***REDACTED***days 90 days of the completion of the Study for the Compounds. Lightlake Opiant may also separately exercise such Lightlake Opiant Option with respect to the Additional Compounds by written notice to Aegis within 90 days the completion of the Study for the Additional Compounds. The License Agreement shall include terms and conditions to be negotiated in good faith by the terms set forth in Attachment B Parties and shall supersede any restrictions on use of the Technology contained in this Agreement. The parties shall use commercially reasonable efforts and shall work in good faith to negotiate and execute the definitive License Agreement during the ***REDACTED***day 120 day periods following exercise of the Lightlake Opiant Option with respect to the Compound and the Additional Compounds (the “Negotiation Periods”). Such Negotiation Periods may be extended by mutual agreement of the Parties. D.4.b. If such option or license is not concluded within the Negotiation Period, except as set forth below, neither party will have any further obligations to the other with respect to such Subject InventionCONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. In the event that the parties are unable to finalize the License Agreement despite good faith negotiations in accordance with Section D.4.a during the Term, then Aegis shall be free to offer exclusive or non-exclusive licenses to the Joint Invention provided that for a period of THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO THE CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED AS “***REDACTED***months after the termination of the negotiations, Aegis shall not offer such a license to any third party under financial terms materially different from those offered to Lightlake without first offering those same terms to Lightlake*”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.

License Option. D.4.a. Aegis hereby grants to Lightlake an exclusive option (the “Lightlake Option”), to obtain an exclusive (even as to Aegis), worldwide, royalty-bearing license (with the right to grant sublicenses through multiple tiers) under Aegis’s interests in the Technology and any Joint Invention (including under any resulting patents) (the “Subject Invention”) to the Technology to research, develop, make, have made, use, sell, offer for sale, and import products containing the Compound or an Additional Compound in the Field (the “License Agreement”). Lightlake may exercise such Lightlake Option with respect to the Compounds by written notice to Aegis within ***REDACTED***days of the completion of the Study for the Compounds. Lightlake may also separately exercise such Lightlake Option with respect to the Additional Compounds by written notice to Aegis within 90 days the completion of the Study for the Additional Compounds. The License Agreement shall include the terms set forth in Attachment B and shall supersede any restrictions on use of the Technology contained in this Agreement. The parties shall use commercially reasonable efforts and shall work in good faith to negotiate and execute the definitive License Agreement during the ***REDACTED***day periods following exercise of the Lightlake Option with respect to the Compound and the Additional Compounds (the “Negotiation Periods”). Such Negotiation Periods may be extended by mutual agreement of the Parties.. IRS Employer Identification No. 4▇-▇▇▇▇▇▇▇ Confidential treatment requested with respect to certain portions hereof denoted with “*** REDACTED D.4.b. If such option or license is not concluded within the Negotiation Period, except as set forth below, neither party will have any further obligations to the other with respect to such Subject Invention. In the event that the parties are unable to finalize the License Agreement despite good faith negotiations in accordance with Section D.4.a during the Term, then Aegis shall be free to offer exclusive or non-exclusive licenses to the Joint Invention provided that for a period of ***REDACTED***months after the termination of the negotiations, Aegis shall not offer such a license to any third party under financial terms materially different from those offered to Lightlake without first offering those same terms to Lightlake.

License Option. D.4.a. Aegis hereby grants to Lightlake an exclusive option (the “Lightlake Option”), to obtain an exclusive (even as to Aegis), worldwide, royalty-bearing license (with the right to grant sublicenses through multiple tiers) under Aegis’s interests in the Technology and any Joint Invention (including under any resulting patents) (the “Subject Invention”) to the Technology to research, develop, make, have made, use, sell, offer for sale, and import products containing the Compound or an Additional Compound in the Field (the “License Agreement”). Lightlake may exercise such Lightlake Option with respect to the Compounds by written notice to Aegis within ***REDACTED***days 90 days of the completion of the Study for the Compounds. Lightlake may also separately exercise such Lightlake Option with respect to the Additional Compounds by written notice to Aegis within 90 days the completion of the Study for the Additional Compounds. The License Agreement shall include the terms set forth in Attachment B and shall supersede any restrictions on use of the Technology contained in this Agreement. The parties shall use commercially reasonable efforts and shall work in good faith to negotiate and execute the definitive License Agreement during the ***REDACTED***day 120 day periods following exercise of the Lightlake Option with respect to the Compound and the Additional Compounds (the “Negotiation Periods”). Such Negotiation Periods may be extended by mutual agreement of the Parties. D.4.b. If such option or license is not concluded within the Negotiation Period, except as set forth below, neither party will have any further obligations to the other with respect to such Subject Invention. In the event that the parties are unable to finalize the License Agreement despite good faith negotiations in accordance with Section D.4.a during the Term, then Aegis shall be free to offer exclusive or non-exclusive licenses to the Joint Invention provided that for a period of ***REDACTED***months twelve (12) months after the termination of the negotiations, Aegis shall not offer such a license to any third party under financial terms materially different from those offered to Lightlake without first offering those same terms to Lightlake.. Confidential Treatment Requested by Lightlake Therapeutics Inc.IRS Employer Identification No. 46-4744124Confidential treatment requested with respect to certain portions hereof denoted with “*** REDACTED ***”

License Option. D.4.a. Aegis hereby grants to Lightlake AFFIMED, upon completion of the WORK PLAN, shall have an exclusive option (the “Lightlake Option”)to: -Obtain from INNEXUS an exclusive commercialization license, to obtain an exclusive (even as to Aegis), worldwide, royalty-bearing license (with the right to grant sublicenses through multiple tiers) under Aegis’s interests in the Technology and any Joint Invention (including under any resulting patents) (the “Subject Invention”) to the Technology to research, developuse, make, and have made, useimport, sellsell or otherwise commercialize SUPER ANTIBODY ONE derived from its Target and jointly owned Intellectual Property, offer The term of the option shall be for sale, and import products containing the Compound or an Additional Compound in the Field sixty (the “License Agreement”). Lightlake may exercise such Lightlake Option with respect to the Compounds by written notice to Aegis within ***REDACTED***days of 60) days from the completion of the Study WORK PLAN.. Upon the written notice of its exercise of the Option by AFFIMED, both Parties will negotiate in good faith the full terms of such a license for the Compoundssubsequent ninety (90) days to execute said license. Lightlake These terms( the "Terms") in general will follow a format where there will be a minimal upfront licensing fee not to exceed $500,000, with escalating milestone payments payable at mutually agreed upon times and or events which in total summation shall not exceed $10 million resulting with a royalty of no greater then 5% on all commercial sales. In the event AFFIMED declines in writing not to exercise its Option then: - INNEXUS has the Option to obtain from AFFIMED an exclusive commercialization license, to use, make, and have made, import, sell and have sold SUPERANTIBODY ONE and jointly owned Intellectual Property. Upon the exercise of the notice in writing of the Option by INNEXUS, both Parties will negotiate in good faith the full terms of such a license for the subsequent ninety (90) days to execute said license at the same "Terms" and conditions as AFFIMED would have received herein.. in the event INNEXUS declines in writing -not-to- exercise its Option then: - The parties may also separately exercise jointly; offer such Lightlake Option with respect license to other interested third parties, in which case any and all derived revenue will be split on an equal or other agreed upon basis which has been negotiated between the parties in good faith prior to any third party license being executed or -In the event no license agreement is completed within an agreed upon time period all materials, rights, and obligations revert back to the Additional Compounds by written notice original owners, and neither party may commercialize SUPERANTIBODIES or transfer to Aegis within 90 third parties any rights to joint INTELLECTUAL PROPERTY. INNEXUS, upon completion of the WORK PLAN, shall have an exclusive option to. -Obtain from AFFIMED an exclusive commercialization license, to use, make, and have made, import, sell or otherwise commercialize SUPER ANTIBODY TWO derived from its Target and jointly owned Intellectual Property. The term of the option shall be for sixty (60) days from the completion of the Study for WORK PLAN. Upon the Additional Compounds. The License Agreement shall include the terms set forth in Attachment B and shall supersede any restrictions on use written notice of its exercise of the Technology contained in this Agreement. The parties shall use commercially reasonable efforts and shall work option by AFFIMED, both Parties will negotiate in good faith the full terms of such a license for the subsequent ninety (90) days to negotiate execute said license under the same "Terms" and execute conditions as AFFIMED may receive for a license for Antibody One.. In the definitive License Agreement during event InNexus declines in writing not to exercise its option then: - AFFIMED has the ***REDACTED***day periods following option to obtain from InNexus an exclusive commercialization license, to use, make, and have made, import, sell or other wise commercialize SUPERANTIBODY TWO and jointly owned Intellectual Property.. Upon the exercise of the Lightlake Option with respect to the Compound and the Additional Compounds (the “Negotiation Periods”). Such Negotiation Periods may be extended by mutual agreement notice in writing of the Parties. D.4.boption by INNEXUS, both Parties will negotiate in good faith the full terms of such a license for the subsequent ninety (90) days to execute said license. If such option or license is not concluded within Under the Negotiation Period, except same "Terms and conditions as set forth below, neither party will have any further obligations to the other with respect to such Subject Invention. outlined herein In the event that AFFIMED declines in writing not to exercise its Option then: - The parties may jointly; offer such license to other interested third parties, in which case any and all derived revenue will be spilt on an equal or other agreed upon basis which has been negotiated between the parties are unable to finalize the License Agreement despite in good faith negotiations in accordance with Section D.4.a during the Term, then Aegis shall be free to offer exclusive or non-exclusive licenses to the Joint Invention provided that for a period of ***REDACTED***months after the termination of the negotiations, Aegis shall not offer such a license prior to any third party under financial terms materially different from those offered license being executed or-in the event no license agreement is completed within an agreed upon time period all materials, rights, and obligations revert back to Lightlake without first offering those same terms the original owners, and neither party may commercialize SUPERANTIBODIES or transfer to Lightlakethird parties any rights to joint INTELLECTUAL PROPERTY.

License Option. D.4.a. Aegis hereby grants to Lightlake an exclusive option (the “Lightlake Option”), to obtain an exclusive (even as to Aegis), worldwide, royalty-bearing license (with the right to grant sublicenses through multiple tiers) under Aegis’s interests in the Technology and any Joint Invention (including under any resulting patents) (the “Subject Invention”) to the Technology to research, develop, make, have made, use, sell, offer for sale, and import products containing the Compound or an Additional Compound in the Field (the “License Agreement”). Lightlake may exercise such Lightlake Option with respect to the Compounds by written notice to Aegis within ***REDACTED***days 90 days of the completion of the Study for the Compounds. Lightlake may also separately exercise such Lightlake Option with respect to the Additional Compounds by written notice to Aegis within 90 days the completion of the Study for the Additional Compounds. The License Agreement shall include the terms set forth in Attachment B and shall supersede any restrictions on use of the Technology contained in this Agreement. The parties shall use commercially reasonable efforts and shall work in good faith to negotiate and execute the definitive License Agreement during the ***REDACTED***day 120 day periods following exercise of the Lightlake Option with respect to the Compound and the Additional Compounds (the “Negotiation Periods”). Such Negotiation Periods may be extended by mutual agreement of the Parties. D.4.b. If such option or license is not concluded within the Negotiation Period, except as set forth below, neither party will have any further obligations to the other with respect to such Subject Invention. In the event that the parties are unable to finalize the License Agreement despite good faith negotiations in accordance with Section D.4.a during the Term, then Aegis shall be free to offer exclusive or non-exclusive licenses to the Joint Invention provided that for a period of ***REDACTED***months twelve (12) months after the termination of the negotiations, Aegis shall not offer such a license to any third party under financial terms materially different from those offered to Lightlake without first offering those same terms to Lightlake.. Confidential Treatment Requested by Lightlake Therapeutics Inc. IRS Employer Identification No. ▇▇-▇▇▇▇▇▇▇ Confidential treatment requested with respect to certain portions hereof denoted with “*** REDACTED ***”