FIRST AMENDMENT TO AMENDED AND RESTATED
OPTION AND LICENSE AGREEMENT
THIS FIRST Amendment to AMENDED AND RESTATED OPTION AND LICENSE AGREEMENT (the “Amendment”) is effective as of September 29, 2020 (the “Amendment Date”), by and between Voyager Therapeutics, Inc., a corporation organized and existing under the laws of Delaware (“Voyager”) and Genzyme Corporation, a corporation organized and existing under the laws of the Commonwealth of Massachusetts (“Genzyme”). Voyager and Genzyme are each referred to herein by name or, individually, as a “Party” or, collectively, as the “Parties.”
WHEREAS, the Parties entered into that certain Amended and Restated Option and License Agreement (the “Agreement”), dated as of June 14, 2019; and
WHEREAS, the Parties wish to amend the Agreement to modify certain terms and conditions thereof as further described herein.
NOW THEREFORE, in consideration of the foregoing premises and the mutual promises, covenants and conditions contained in this Amendment, in accordance with Section 12.1 of the Agreement, the Parties agree as follows:
1.Defined Terms. As used in this Amendment, capitalized terms, whether used in the singular or plural form, that are capitalized but not defined herein shall have the meanings ascribed to such terms in the Agreement.
2.Amendment Regarding Delivery of Second Report.
(a)Section 2.1.1(a) of the Agreement is hereby deleted in its entirety and replaced with the following:
“Voyager shall provide to Genzyme written reports summarizing the result of its research and development activities, with respect to Voyager Capsids (the “Voyager Reports”) on or before (i) [**] (the “First Report”) and (ii) [**] (the “Second Report”). The form and substance of the Voyager Reports shall follow the requirements set forth on Schedule 2.1.1 (Voyager Reports).”
(b)Notwithstanding anything to the contrary in the Agreement, Voyager may deliver such Second Report to Genzyme via electronic mail, to (i) Julia Gershkovich at ***@*** and (ii) any additional email addresses specified by the Genzyme alliance manager prior to [**]. Such Second Report will be deemed to have been delivered upon