EX-10.2



 Exhibit 10.2 

[***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been
requested with respect to the omitted portions. 
  

			
	 UNIVERSITY OF CALIFORNIA, BERKELEY
  

OFFICE OF TECHNOLOGY LICENSING
	  	





 AMENDMENT # 1 TO: 

EXCLUSIVE LICENSE AGREEMENT 

FOR 
 USE OF RECOMBINANT
GENE DELIVERY VECTORS FOR TREATING OR 
 PREVENTING DISEASES OF THE EYE 

UC Case No.: [***] 
 The first
amendment (“Amendment # 1”) to the exclusive license agreement between the parties (which bears an effective date of May 27, 2010), is effective as of September 17, 2013; and is by and between THE REGENTS OF THE
UNIVERSITY OF CALIFORNIA, a California corporation, whose legal address is 1111 Franklin Street, 12th Floor, Oakland, California 94607-5200, acting through its Office of Technology Licensing, at the University of California, Berkeley, 2150
Shattuck Avenue, Suite 510, Berkley, CA 94704-1347 (“REGENTS”) and AVALANCHE BIOTECHNOLOGIES, INC., a California corporation having a principal place of business at 665 Third Street, Suite 280, San Francisco, CA 94107
(“LICENSEE”) 
 The parties agree as follows: 

Article 43 (SUBLICENSES) substitute the following for Paragraph 4.1(c) in its entirety: 

A Sublicensee shall have the right to grant further sublicense to its AFFILIATES and/or third parties to the extent SUBLICENSEE deems such
sublicense is commercially reasonable, useful or necessary for the development and/or commercialization of LICENSED PRODUCT(S) or LICENSED METHOD(S) in accordance with this AGREEMENT; provided that (i) such sublicense is subject to a written
sublicense agreement and is bound by all of the applicable terms, 







 
conditions, obligations, restrictions and other covenants of this AGREEMENT that protect or benefit the REGENTS’ (and, if applicable, the U.S. Government’s and other sponsors’)
rights and interests and (ii) SUBLICENSEE shall, within thirty (30) days after issuing any further sublicense, furnish to LICENSEE for delivery to REGENTS, subject to any confidentiality provisions with third parties, all material terms of
any such sublicenses, pertaining to the REGENTS interests, including the SUBLICENSEE name and address; and Indemnification of REGENTS as provided in this AGREEMENT. 

All remaining terms and conditions of the exclusive license agreement between the parties, which bears an effective date of May 27, 2010, remain in full
force and effect. 
 IN WITNESS WHEREOF, the parties hereto have caused this Agreement Amendment to be executed by their duly authorized officers or
representatives. 
  

							
	 THE REGENTS OF THE

UNIVERSITY OF CALIFORNIA
	 	AVALANCHE BIOTECHNOLOGIES INC.
				
	 By
	 	/s/ Irvin Mettler	 	By	  	/s/ Thomas Chalberg
		 	Irvin Mettler, Ph.D.	 	Name: Thomas Chalberg
		 	Associate Director	 	Title: President & CEO
		 	Office of Technology Licensing	 	Avalanche Biotechnologies, Inc.
		
	 Date September 20, 2013
	 	Date 19 September 2013

 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission.
Confidential treatment has been requested with respect to the omitted portions.