definiens: ( ( defined below ), confinns the mutual understanding between PGI Drug Discovery LLC, a Delaware corporation having a place of business at 765 Old Saw Mill River Road, Tarrytown, NY 10591 ( ) and Amarantus Bioscience Holdings, Inc., a Nevada corporation have a place of business at 675 Almanor Avenue, Sunnyvale, CA 94085 ( ) . In this Agreement, PGI and Amarantus may also be individually referred to as a Party and collectively as the WHEREAS, PGI possesses or has rights to certain intellectual property including clinical and pre - clinical data conceming Licensed Compounds ( defined below ) for CNS related therapeutic applications ( collectively the ) ; WHEREAS, Amarantus wishes to license the Eltoprazine Program and to commercialize products therefrom ; and WHEREAS, PGI is willing to grant license rights to the Eltoprazine Program in the Territory ( as defined below ) pursuant to the tenns of this Agreement