definiens: shall be the date of this amendment " MICROMET'S ~ I - CDjt shall mean the SINGLE CHAIN ANTIBODY as described in the RESEARdi AGREEMENT between BIOVATION and MICROMET of 14th August 2001 " MICROMET 'S DEIMMUNISED I - CD ) } ' shall mean the lead DEIMMUNISED SINGLE CHAIN ANTmOby as in the RESEARCH AGREEMENT between BIOVATION and MlCROMET of 14th August 2001 nominated by MICROMET The shall mean the programme outlined in Schedule IV attached hereto and made a part hereof ' { fCELj)ASSAY " shall mean the method and experimental protocol to measure l!ceJI proliferation in responsno Peptid ~ S detailed in Schedule TV In Collaboration insert : 2.2 On the AMENDMENT DATE BIOVATION agrees to use reasonable efforts to conduct research relating to the analysis of pep tides derived from MICROMET 'S (: ( tNFlln~:-~:~\~'tr ~ A!l, I · Amendmtnt ofthc Rcscareh and Li<:e1R agr«mmt of Augutt 14 ' F « t·- :, ! ' . : : ~ . ' .~ hrrf ' 1 rl3l . rc ' C " h ' . rr ' ( . ' II ..,';~ Wj't'.1 ~11.~i\i .., : ' J{t).:~\~~t lor_T~ ', FROM BIOUATION LIMITED +44 01224 708816NO . +44 01224 708816 27 Sep. 2002 02:32PM P3 tANTI.CDiland MlCROMENT 'S DEIMMUNISED @TI - Co : JO the extent ~cribed in the RESEARCH PROGRAMME 11 2.4 BTOVATI0N shall provide MICROMET with a written research report upon completion of the RESEARCIt PROGRAMME II for MICROMET 'S DETTvlMUNISED iNTI - CD ], ) In Funding insert : ( b ) ( e ) The sum ofusio.o ~ upon the AMENDMENT DATE Upon completion of the RESEARCH PROGRAMME II, the sum ofUS~>OOiJ subject to all ~ ptide9Ierived from MICROMETIS DEIMMUNISED ~ TI - CDV exhibiting JiVhagc stimulation indices with all lU .., A - DR haplotypes in the T CELL ASSAy of less than twoJ In Funding replace clause 4.5 by : 4.5 In the event MlCROMET does not enter into clinical Phase I trial with at least one DElMMUNlSED ANTIBODY within 24 months of the payment upon completion of the RESEARCH PROGRAMME II and the DEIMMUNISED ANTIBODY fulfils the specifications described in clause 4.1 ( c ) an@1 peptides exhibit average stimulation indices with all HLA·DR haplotypes in the T CELL ASSAY of less than twiJ MICROMET shall either : ( a ) ( b ) ( c ) pay the amount of USSQ, S. 0.009 to extend the time point to ~ter into clinical Phase I tri,3j by & mODthJ and pay the amount of US ~ O, OOcilas a final payment after ~ additional 12 montltfJ for work performed in connection with the RESEARCH PROGRAMME or assign all of its right, title and inter~1 in the PATENT RIGHTS and DELIVERABLES to BIOV ATION and other rights proprietary to MICROMET to allow BIOV ATlON to commercialise the DEIMMUNISED ANTffiODY provided that BIOVATlON is in full accordance with the terms and conditions of the relevant agreements MlCROMET has with third parties and provided that assigrunent of rights made under this clause 4.5(c ) shaU be limited to rights specific to the DElMMUNlSED ANTffiODY as to which payment was made from MlCROMET to BlOVATION pursuant to clause 4.1(c )