Kaken Pharmaceutical Co., Ltd. has entered into a strategic collaboration with Corbus Pharmaceuticals Holdings Inc. two rare and serious autoimmune diseases. Under the terms of the agreement, Kaken receives an exclusive license to commercialize and market lenabasum in Japan for systemic sclerosis and dermatomyositis. Kaken will make an upfront payment to Corbus of USD 27 million. Corbus will be eligible to receive in addition up to USD173 million upon achievement of certain regulatory, development and sales milestones as well as double- digit royalties. The agreement will remain in effect on a licensed product-by-licensed product basis and will expire upon the expiration of the royalty term for the final licensed product. The royalty term means the period beginning on the date of the first commercial sale of the licensed product in Japan and ends on the latest of (i) the expiration of the last valid claim of the royalty patents covering such licensed product in Japan, (ii) the expiration of regulatory exclusivity for such licensed product for such initial indication in Japan, or (iii) 10 years after the first commercial sale of such licensed product for such initial indication in Japan. The agreement may be terminated by either party for material breach, upon a party’s insolvency or bankruptcy or upon a challenge by one party of any patents of the other party, and Kaken may terminate in specified situations, including for a safety concern or clinical failure, or at its convenience following the second anniversary of the first commercial sale of a licensed product in either of the Initial Indications in the territory, with 180 days notice. Pursuant to the terms of the agreement, Corbus will bear the cost of, and be responsible for, among other things, conducting the clinical studies and other developmental activities for the licensed products in the initial indications in the territory, and Kaken will bear the cost of, and be responsible for, among other things, preparing and filing applications for regulatory approval in the territory and for commercializing licensed products in the territory, and will use commercially reasonable efforts to commercialize licensed products and obtain pricing approval for licensed products in the territory. In addition, the parties agreed to develop a joint steering committee to provide strategic oversight of the parties activities under the agreement, as well as a joint development committee to coordinate the development of licensed products in Japan. Additionally, the parties will establish a joint commercialization committee to review and confirm commercialization activities with respect to licensed products in Japan upon regulatory approval of such licensed product. This agreement enables companies to provide lenabasum drug for the treatment of Systemic Sclerosis and Dermatomyositis in Japan. The agreement also contains customary representations, warranties and covenants by both parties, as well as customary provisions relating to indemnification, confidentiality and other matters.