Patent Assignment Agreement between Hemispherx Biopharma, Inc. and Paul Griffin

Summary

Hemispherx Biopharma, Inc. and Paul Griffin have entered into an agreement where Griffin transfers all his rights and interests in certain patents to Hemispherx. In exchange, Hemispherx will issue Griffin shares of its common stock valued up to $150,000, based on the stock's closing price on the agreement date. The shares will have registration rights and cannot be sold by Griffin for six months. The agreement is dated July 3, 2006, and includes a list of the relevant patents in various countries.

EX-10.53 5 v048548_ex10-53.txt Agreement by and between Hemispherx Biopharma, Inc. ("Hemispherx") and Paul Griffin ("Griffin") Whereas, Hemispherx wants to acquire all right, title and interest in and to the awarded and pending patent applications (the "Patents") set forth and described on Exhibit "A" attached hereto and made a part hereof, and Whereas, Griffin has an interest in the Patents and is willing to convey all of his interests in the Patents to Hemispherx for the consideration hereinafter recited Now, Therefore, it is agreed as follows: 1. Griffin hereby conveys, remises, releases and quitclaims unto Hemispherx all of his right, title and interest in and to the Patents. 2. Hemispherx shall cause to be issued and delivered to Griffin that whole number of shares of common stock of Hemispherx ("Hemispherx Stock") which, when multiplied by the closing price of the Hemispherx Stock on the American Stock Exchange on the date of this Agreement will come closest to, but will not exceed, $150,000.00 3. The Hemispherx Stock will have piggyback registration rights and will be registered in the first registration statement filed by Hemispherx with the Securities and Exchange Commission following the date of this Agreement. 4. Griffin agrees that he will not sell any of the Hemispherx Stock for a period of six months following the date of this Agreement. 5. The date of this Agreement is 7/3/06. HEMISPHERX BIOPHARMA, INC. BY: /s/ William A. Carter ------------------------------------ /s/ Paul Griffin ------------------------------------ Paul Griffin EXHIBIT "A"
Clark & Elbing Ref. No. Title Country Serial Number Filing Date Status/Upcoming actions for 2006 - -------------- -------------------- ------------- ------------- ---------------- ------------------------------------ 50269/002001 Methods for Inducing United States 08/372,429 January 13, 1995 U.S. Patent No. 6,630,455 Issued Mucosal Immune October 7, 2003 Response - -------------- -------------------- ------------- ------------- ---------------- ------------------------------------ 50269/002AU1 Methods and Australia 29587/95 July 3, 1995 Australian Patent No.700519 Granted Compositions for April 22, 1999 Annuity payment due Inducing Mucosal July 3, 2006 ------------- ------------- ---------------- ------------------------------------ 50269/002JP1 Immune Responses Japan 8-521630 July 3, 1995 Pending - -------------- -------------------- ------------- ------------- ---------------- ------------------------------------ 50269/002AU2 Australia 74620/96 October 17, 1996 Australian Patent No.696850 Granted January 7, 1999 Annuity payment due October 17, 2006 - -------------- -------------------- ------------- ------------- ---------------- ------------------------------------ 50269/002CA2 Canada 2,233,166 October 17, 1996 Pending Annuity payment due October 17, 2006 - -------------- -------------------- ------------- ------------- ---------------- ------------------------------------ 50269/002EP2 Europe 96936786.1 October 17, 1996 European Patent No. 0855919 Granted Hormone July 23, 2003 50269/002FR2 Immunomodulated France Annuity payment due October 17, 2006 Induction of Mucosal 50269/002DE2 Immune Responses Germany 69629202.5 Annuity payment due October 17, 2006 50269/002GB2 UK Annuity payment due October 17, 2006 - -------------- -------------------- ------------- ------------- ---------------- ------------------------------------ 50269/002JP2 Japan 9-516083 October 17, 1996 Pending