peregrine_8k-ex1020.htm


    
      

    

    Exhibit 10.20

     

    AMENDMENT
No. 1 TO EXCLUSIVE PATENT LICENSE AGREEMENT

    


    This
Amendment No. 1 to Exclusive Patent License Agreement (AMENDMENT ONE) is made
and entered into as of June 1, 2009 by and between Peregrine Pharmaceuticals,
Inc. (LICENSEE) and the Board of Regents (BOARD) of The University of Texas
System (SYSTEM).

    


    RECITALS

    


    A.  LICENSEE
and BOARD entered into an Exclusive Patent License Agreement effective as of
August 1, 2001 (ANTI-PS AGREEMENT).

    


    B.  LICENSEE
and BOARD wish to amend the terms of the ANTI-PS AGREEMENT to revise the royalty
provisions as set forth below.

    


    NOW, THEREFORE, it is hereby
agreed as follows:

    


    
      	
              1.  

            	
              Section
      5.1c of the ANTI-PS AGREEMENT shall be revised to read in its entirety as
      follows:

            


    

    


    “c.           a
running royalty equal to [***]
of NET SALES, provided however, if a royalty is payable on the same LICENSED
PRODUCT under any other license agreement between BOARD and LICENSEE covering
patents naming Philip Thorpe as inventor and developed at UT SOUTHWESTERN, then
LICENSEE shall pay either (i) the royalty on NET SALES of such LICENSED PRODUCT
under this AGREEMENT, or (ii) the royalty due on such LICENSED PRODUCT under
such other agreement, whichever is higher;”

    


    
      	
              2.  

            	
              Section
      5.1f of the ANTI-PS AGREEMENT shall be revised to read in its entirety as
      follows:

            


    

    


    “f.           a
sublicense fee of [***]  of
any up-front cash payment or [***],
whichever is less, received by LICENSEE from either (1) any sublicensee pursuant
to Section 4.3 herein above, or (2) any assignee pursuant to Article 9 herein
below within 30 days of LICENSEE’s receipt of any such
consideration.”

    


    
      	
              3.  

            	
              Article
      5.1 of the ANTI-PS AGREEMENT shall be amended by the addition of the
      following Section 5.1g:

            


    

    


    
“g.           if
LICENSEE is required to pay royalties to a third party under patents owned by
such third party to manufacture, have manufactured, use, import, offer for SALE
and/or SELL LICENSED PRODUCTS, then LICENSEE may reduce the royalty payment owed
to BOARD on the same LICENSED PRODUCT under Section 5.1c by an amount equal to
[***]  of
the royalty paid to such third party, but in no event shall such reduction,
result in a royalty of less than [***]  of
the royalties due pursuant to Section 5.1c;”

     

     

    
      [***] The
following portion has been omitted pursuant to a Confidential Treatment Request
under Rule 24b-2 of the Securities Exchange Act of 1934 and has been filed
separately with the Securities and Exchange Commission

    

     

    
      
        
        

      

      
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              4.  

            	
              Except
      as expressly provided in this AMENDMENT ONE, all other terms, conditions
      and provisions of the ANTI-PS AGREEMENT shall continue in full force and
      effect as provided therein.

            


    

    


    
      	
              5.  

            	
              This
      AMENDMENT ONE may be executed in counterparts, each of which shall be
      deemed original, and in aggregate shall constitute one and the same
      instrument.  Transmission by facsimile, email or other form of
      electronic transmission of an executed counterpart of this AMENDMENT ONE
      shall be deemed to constitute due and sufficient delivery of such
      counterpart.

            


    

    


    IN WITNESS WHEREOF, LICENSEE
and BOARD have entered into this AMENDMENT ONE effective as of the date first
set forth above.

    


    


    
      	
              BOARD
      OF REGENTS OF

              THE
      UNIVERSITY OF TEXAS SYSTEM

            	
              PEREGRINE
      PHARMACEUTICALS, INC.

            
	 
      	 
      
	 
      	 
      
	
              By   /s/ John A.
      Roan                                                       

            	
              By   /s/ Steven W.
      King                                             
      

            
	
              John
      A. Roan

            	
              Steven
      W. King

            
	
              Executive
      Vice President for Business Affairs

            	
              President
      and CEO

            
	
              UT
      Southwestern Medical Center at Dallas

            	 
      
	 
      	 
      
	
              Date
      7/23/09                 
      

            	
              Date
      7-10-09                     
      

            


    

    


    
      	
              Approved
      as to Content:

            
	 
      
	 
      
	
              By   /s/ Dennis K.
      Stone                                                  
      

            
	
              Dennis
      K. Stone, M.D.

            
	
              Vice
      President for Technology Development

            
	
              UT
      Southwestern Medical Center at Dallas

            
	 
      
	
              Date
      7/21/09                   
      

            


    

    


     

     

    
      
        
        

      

      
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