FIRST AMENDMENT to the May 26, 1993 License Agreement between ARCH
Development Corporation and GenVec, Inc.
This Amendment is effective as of December 31, 2001 between the University of Chicago (the “University”),
Dana Farber Cancer Institute, Inc. (“DFCI”), and GenVec Corporation, a Delaware Corporation (“GenVec”).
WHEREAS, ARCH Development Corporation (“ARCH”), DFCI and GenVec entered into a License
Agreement effective on August 20, 1997 (the “Agreement”) that includes various technologies discovered by Dr.
Ralph Weichselbaum and colleagues while at the University and Dr. Donald Kufe at DFCI;
WHEREAS, The University, under an agreement with its affiliated corporation, ARCH has the right to
license the Licensed Patents and other intellectual property assigned to ARCH;
WHEREAS, GenVec, ARCH, DFCI and the University have identified a new invention of Dr.
Weichselbaum and colleagues at the University and DFCI which is deemed complimentary to the business of
GenVec but which does not fall within the Licensed Patents found in Schedule A of the Agreement (the
“Complimentary Invention” as further described in Schedule A of this First Amendment);
WHEREAS, GenVec desires to include the Complimentary Invention in the terms of the Agreement and
also desires certain modifications of the terms and conditions of the Agreement for the Complimentary Invention;
WHEREAS, ARCH or the University and DFCI are or will become an assignee of the Complimentary
WHERAS, the University has completed an inter-institutional agreement with DFCI giving the University
the right to exclusively license the Complimentary Invention;
WHEREAS, ARCH, DFCI and the University are willing to amend the Agreement to include the
Complimentary Invention and to include such other modifications to the Agreement as are listed below.
NOW, THEREFORE, in consideration of the mutual promises set forth herein and rights obtained
thereby, it is agreed as follows