Exhibit 10.2

Execution Version

PATENT LICENSE AGREEMENT

PATENT LICENSE AGREEMENT (“ Agreement ”), dated January 20, 2009 (the “ Effective Date ”), by and between PANACOS PHARMACEUTICALS, INC., a Delaware corporation (“ Panacos ”), and MYRIAD PHARMACEUTICALS, INC., a Delaware corporation (“ Myriad ”). Panacos and Myriad are referred to collectively herein as the “Parties” and each, individually as a “Party.”

WHEREAS, pursuant to an Asset Purchase Agreement dated as of January 20, 2009, by and between Panacos and Myriad (“ Purchase Agreement ”), Myriad acquired certain assets from Panacos used or which Myriad intends to use in connection with the development (preclinical and clinical), manufacture and commercialization of 3-O-(3’,3’-dimethylsuccinyl) betulinic acid and salts and solvates thereof, and polymorphs thereof (“ Bevirimat ”);

WHEREAS, the assets acquired by Myriad under the Purchase Agreement include all of Panacos’s interest in and to the Bevirimat Patents (as hereinafter defined), and the assets retained by Panacos under the Purchase Agreement include the Panacos Patents (as hereinafter defined);

WHEREAS, Myriad has agreed to grant certain licenses to Panacos and its Affiliates under the Bevirimat Patents; and

WHEREAS, Panacos has agreed to grant certain licenses to Myriad and its Affiliates under the Panacos Patents.

NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements set forth herein, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows:

Section 1. DEFINITIONS

1.1 The following terms, when used in this Agreement, shall have the respective meanings ascribed to them below:

(a) “ Affiliate ” means any corporation, firm, partnership, or other entity that, directly or indirectly, controls, is controlled by, or is under common control with a Party. For purposes of this definition, “control” shall mean the ownership of at least fifty percent (50%) of the voting share capital of such entity or any comparable equity or ownership interest.

(b) “ Bevirimat Patents ” shall mean the patents and patent applications identified on Exhibit A hereto.

(c) “ Panacos Patents ” shall mean the patents and patent applications identified on Exhibit B hereto.

(d) “ Person ” means an individual, a corporation, a limited liability company, a partnership, an association, a trust or other entity or organization, including a federal, state, local or foreign government or regulatory entity or political subdivision or an agency or instrumentality thereof.

(e) “ Product Operations ” means the development (preclinical and clinical), manufacture, marketing, distribution, sale, or any other exploitation of or activity with respect to, Bevirimat.

1.2 Unless otherwise defined in Section 1.1 or herein, each capitalized term used in this Agreement that is defined in the Purchase Agreement shall have the meaning specified for such term in the Purchase Agreement.

Section 2. LICENSES

2.1 License to Myriad Under the Panacos Patents . Panacos hereby grants to Myriad and its Affiliates an exclusive, perpetual worldwide, royalty-free, transferable (subject to Section 9.4) license, with the right to grant sublicenses to others under the Panacos Patents to develop, manufacture, make and have made, offer to sell, sell, import, distribute, promote and use Bevirimat.

2.2 Sublicensees of Myriad . Any sublicensee of Myriad or its Affiliates permitted under Section 2.1 shall be bound by the terms of this Agreement, and any such sublicense shall not relieve Myriad or its Affiliates of their obligations or liabilities under this Agreement.

2.3 License to Panacos Under the Bevirimat Patents . Myriad hereby grants to Panacos and its Affiliates a non-exclusive, perpetual, worldwide, royalty-free, transferable (subject to Section 9.4) license, with the right to grant sublicenses to others in support of or ancillary to the business of Panacos or its Affiliates (i) under the Bevirimat Patents to manufacture, make and have made, and use Bevirimat solely as an intermediate in the synthesis of maturation inhibitors other than Bevirimat, and (ii) under all claims set forth in United States Patent Number 5,679,828 and its foreign equivalents relating to compounds other than Bevirimat to develop, manufacture, make and have made, offer to sell, sell, import, distribute, promote and use all maturation inhibitors other than Bevirimat.

2.4 Sublicensees of Panacos . Any sublicensee of Panacos or its Affiliates permitted under Section 2.3 shall be bound by the terms of this Agreement, and any such sublicense shall not relieve Panacos or its Affiliates of their obligations or liabilities under this Agreement.

2.5 Duration of Licenses . Unless this Agreement is earlier terminated pursuant to the terms of Section 8.2 of this Agreement, the license granted under any Panacos Patent pursuant to Section 2.1 or any Bevirimat Patent pursuant to Section 2.3 shall extend for the life of the particular patent involved. Any sublicense granted to any Panacos Patent pursuant to Section 2.1 or any Bevirimat Patent pursuant to Section 2.3 shall terminate in accordance with the termination of the applicable license under Section 2.1 or 2.3, as the case may be.

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2.6 Preservation of Rights . Any sale, assignment, license, sublicense, disposition, grant of a lien or other security interest in, or transaction (i) by Panacos or any of its Affiliates affecting the Panacos Patents, or (ii) by Myriad or any of its Affiliates affecting the Bevirimat Patents, shall not affect and shall at all times be subject to the rights of the other Party and its Affiliates under this Agreement. In addition, to the extent permitted by applicable law, in the event that a Party becomes insolvent, files a petition in bankruptcy, has such a petition filed against it, determines to file a petition in bankruptcy, or receives notice of a third party’s intention to file an involuntary petition in bankruptcy (a “Filing Party”), such Filing Party shall immediately notify the other Party in writing, and the other Party shall have the right but not the obligation, if the Filing Party remains insolvent or any such petition is not resolved within three (3) months after the date it is filed, to (i) immediately terminate this Agreement, in whole or in part as the other Party may determine, upon written notice to the Filing Party; or (ii) assume responsibilities for the prosecution or maintenance of any patents or patent applications licensed to it by the Filing Party.

2.7 Affiliates . With respect to the grant of any license to or the exercise of any right by an Affiliate of a Party, the Party shall: (i) cause the Affiliate to be bound by the terms and conditions of this Agreement; and (ii) be responsible for the performance by the Affiliate of the obligations under this Agreement.

Section 3. CONSIDERATION

3.1 The licenses granted under this Agreement are on a royalty free basis without compensation from a Party to any other Party.

Section 4. OWNERSHIP RIGHTS

4.1 All property rights in or related to the patents and patent applications licensed hereunder are and will remain the exclusive property of the applicable owner, and, as between the Parties shall not be subject to challenge with respect to such ownership.

Section 5. PROSECUTION AND MAINTENANCE OF PATENT RIGHTS

5.1 Responsibility . Subject at all times to Section 5.2, Panacos shall be solely responsible for the prosecution, maintenance and renewal of the Panacos Patents, including the payment of all fees and expenses in connection therewith, and Myriad shall be solely responsible for the prosecution, maintenance and renewal of the Bevirimat Patents, including the payment of all fees and expenses in connection therewith. Panacos will provide Myriad with copies of all documents exchanged with the relevant patent offices concerning the Panacos Patents, and Myriad will provide Panacos with copies of all documents exchanged with the relevant patent offices concerning the Bevirimat Patents.

5.2 Abandonment of Patents . Panacos shall have the right to unilaterally abandon any Panacos Patent, and Myriad shall have the right to unilaterally abandon any Bevirimat Patents, provided at least ninety (90) days prior to the renewal date or other date for loss or abandonment of any such patent or patent application that a Party wishes to abandon, the owning Party gives notice to the other Party of its intent to abandon. If the other Party does not want such patent or patent application to become abandoned, the other Party

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shall have the option to acquire the rights in said patent or patent application by: (i) giving written notice to the Party desiring to abandon the patent or patent application within sixty (60) days following the delivery of the original notice; and (ii) paying the renewal or maintenance fees that are then due or taking such other action as may be necessary to prevent the loss or abandonment, provided that , in the case of Panacos, such option shall only apply to United States Patent Number 5,679,828 and its foreign equivalents. In connection with the foregoing, the owning Party shall promptly provide the other Party all information reasonably requested by the other Party regarding such patent or patent application. If the other Party does not exercise its option within the sixty (60) day period, the patent or patent application may be abandoned by its owner. If the other Party exercises its option, the owning Party shall promptly execute such documents and take such other actions as may be reasonably necessary to accomplish the transfer of ownership. Following the transfer of ownership, the patent or patent application so transferred shall no longer be deemed to be included within the scope of this Agreement, and the former owner shall have no further rights under this Agreement with respect thereto. Notwithstanding the foregoing, the Party owning a pending patent application included with the Panacos Patents or the Bevir