| ITEM 1.02 |
Termination of a Material Definitive Agreement. |
On December 22, 2023, the Board of Directors of Quince Therapeutics, Inc. (the “Company”), following its prior decision to discontinue internal development of NOV004, approved that certain Mutual Termination of License Agreement (the “Termination Agreement”) by and between the Company and Purdue Research Foundation (“PRF”), to terminate the License Agreement dated June 3, 2020, as amended on March 17, 2022, July 22, 2022, and June 23, 2023 (the “License Agreement”). Under the License Agreement, the Company obtained from PRF an exclusive worldwide license under certain bone fracture repair related patents and technology developed by Purdue University, including patents claiming NOV004 and related compounds and use of such compounds in the treatment of bone fractures.
Under the Termination Agreement, the License Agreement is terminated effective as of October 31, 2023. The Company agreed to reimburse PRF for certain fees and costs incurred in connection with the prosecution of the licensed patents prior to termination. The Company also agreed to assign to PRF certain documents and materials developed by the Company in connection with the development of the licensed product under the License Agreement, subject to the Company’s retained right to use such documents and materials for internal research purpose.
If during a specified period following the termination of the License Agreement, PRF assigns or grants any license, option or other rights under the licensed patents to certain third parties that the Company has identified in its prior efforts to pursue out-licensing opportunity, PRF would be required to pay the Company 35% of related payments received by PRF.
The License Agreement, dated as June 30, 2020, by and between the Company and PRF, and Amendment No. 1 to the License Agreement, dated as of March 17, 2022, by and between the Company and PRF, are filed as Exhibit 10.18 and 10.19, respectively, to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, filed with the Securities and Exchange Commission (the “SEC”) on August 9, 2022. Amendment No. 2 to the License Agreement dated as of July 22, 2022, by and between the Company and PRF, is filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the SEC on November 9, 2022, and Amendment No. 3 to the License Agreement, dated as of June 23, 2023, by and between the Company and PRF, is filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, filed with the SEC on November 9, 2022.
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