EXHIBIT 10.6
AMENDMENT – NUMBER
TWO
LICENSE
AGREEMENT
This Amendment Number Two (this
“Amendment 2”) is entered into this 5th day of June,
2009 by and between the UNIVERSITY OF CONNECTICUT HEALTH CENTER,
having a place of business at the Center for Science and Technology
Commercialization, 263 Farmington Avenue, Farmington, Connecticut
06030-6207 (“UCONN”), and ANTIGENICS INC., having
offices at 3 Forbes Road, Lexington, Massachusetts 02421
(“ANTIGENICS”) (each a “Party” and
collectively, the “Parties”).
WITNESSETH
WHEREAS, the Parties have entered
into a License Agreement dated May 25, 2001, as amended
March 18, 2003 (the “Agreement”); and
WHEREAS, the Parties now wish to
amend the Agreement as set forth herein;
NOW, THEREFORE, the parties agree as
follows:
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1.
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Section 3.1(b) of the Agreement is hereby
deleted in its entirety and replaced with the following:
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(b) Annual License Fee
Maintenance . Starting at the fifth (5 th ) anniversary of the Effective Date,
ANTIGENICS shall pay UCONN the following annual license maintenance
fees, payable in advance semi-annually, against which royalties
otherwise due UCONN pursuant to Section 3.3 may be
credited: