CONFIDENTIAL MATERIALS OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE OMISSIONS.
This License Agreement (the "Agreement") is effective as of December 31, 2001 (the "Effective Date") between
ISIS PHARMACEUTICALS, INC., a Delaware corporation having an address at 2292 Faraday Avenue,
Carlsbad, CA ("Isis") and EYETECH PHARMACEUTICALS, INC., a corporation having an address at 666
Fifth Avenue, 35th Floor, New York, NY 10103 ("EyeTech"). Isis and Eyetech may be referred to herein as the
"Parties," or each individually as a "party."
Capitalized terms used herein have the meaning set forth in Exhibit A.
SCOPE OF LICENSE
2.1 Grant. Subject to the terms of this Agreement and during the Term, Isis grants to EyeTech a non-exclusive
license under the Licensed Patent Rights to make, have made, use and sell EYE001 worldwide. The license is
LICENSE FEES AND ROYALTIES
3.1 Fees and Royalties. EyeTech will pay to Isis the fees, milestones and royalties set forth in this Article 3.
3.1.1 License Fees. EyeTech will pay an initial, irrevocable and non-refundable license fee of $2,000,000 (the
"License Fee") to Isis, $1,000,000 of which will be paid upon execution of this Agreement and $1,000,000 of
which will be paid upon the earlier of (i) the date of the AMD Completed Patient Enrollment, or (ii) July 31,
of [**] on Net Sales of EYE001 when the manufacture, use or sale of EYE001 would infringe the Licensed
PAYMENTS AND REPORTS
4.1 Payment. Royalty payments will be due every three (3) months beginning with the first commercial sale of
3.1.2 Milestones. EyeTech will pay the following milestones
a. For the initial indication of age-related
macular degeneration for EYE001: