FOURTEENTH ADDENDUM
TO THE RESEARCH AND LICENSE AGREEMENT
This Fourteenth Amendment to Research and License Agreement (the "Thirteenth Addendum") is made by and between the Technion Research and Development Foundation Ltd. ("TRDF") and Eloxx Pharmaceuticals Ltd. ("Licensee" or "Eloxx").
Whereas, TRDF and Eloxx are parties to a Research and License Agreement with an effective date of August 29th, 2013 (the "License Agreement"), as amended on November 26th, 2013 by the First Amendment, January 14th, 2014 by the Second Amendment, June 9th, 2014 by the Third Amendment, August 3rd, 2014 by the First Addendum, January 21st, 2015 by the Second Addendum, February 9th 2015 by the Third Addendum, April 29th, 2015 by the Fourth Addendum, July 23rd, 2015 by the Fifth Addendum, January 20th, 2016 by the Sixth Addendum, March 30th, 2016 by the Seventh Addendum, July 16th, 2017 by the Eighth Addendum, July 16th, 2017 by the Ninth Addendum, June 21st, 2018 by the Tenth Addendum, August 30th, 2018 by the Eleventh Addendum, July 24th, 2019 by the Twelfth Addendum and May 19, 2021 by the Thirteenth Addendum (collectively, the "Agreement"); and
Whereas, the parties desire to extend and continue the Research Period and the Research for a seventh year; and
Whereas, the parties desire to continue the relationship contemplated by the Agreement and therefore to further amend the Agreement as set forth herein;
NOW, THEREFORE, the parties hereby agree as follows:
“6.1.2 [***] upon the first dosing of a patient in a Pivotal Study with respect to such Licensed Product;
6.1.3 [***] upon the first approval of an NDA (New Drug Application) with respect to such licensed Product;”
“6.3 Sublicensing Fees from Non-Royalty Sublicense Income. As partial consideration for the license granted hereunder, Licensee shall pay [***] sublicensing fees in the following amounts:
$250,000,000) – [***] of such Non-Royalty Sublicense Income;