Exhibit 10.2
Second Amendment to License Agreement
This Second Amendment to License Agreement (“Second Amendment”) is dated June 30, 2025 (“Effective Date”) and entered into by and between Cue Biopharma, Inc. (“Licensee”) and MIL 40G, LLC (“SmartLabs”).
Recitals
WHEREAS, SmartLabs and Licensee are parties to a certain License Agreement dated March 28, 2022, as amended by a First Amendment dated May 3, 2022 (together, the “License Agreement”);
WHEREAS, Licensee warrants and represents that, to the best of its knowledge, SmartLabs has fulfilled its obligations under the License Agreement and is not in default of any covenants or obligations contained in the License Agreement;
WHEREAS, Licensee currently pays a monthly License Fee equal to $235,883.98 (“Current License Fee”; excluding monthly parking fees and equipment rental fee); which is comprised of (i) a monthly License Fee equal to $225,760.20 for use of the Licensed Premises, and (ii) a monthly License Fee equal to $10,123.78 for use of the Expanded Premises (the Expanded Premises and the Licensed Premises are referred to collectively herein as the “Premises”)
WHEREAS, the Expiration Date of the License Agreement is currently April 14, 2026;
WHEREAS, SmartLabs has agreed to reduce the current License Fee to $147,545.69 effective on the Effective Date (“New License Fee”; excluding monthly parking fees and equipment rental fee), in exchange for extending the Expiration Date until April 14, 2028;
WHEREAS, Licensee has already paid the Current License Fee to SmartLabs for the month of June
2025;
WHEREAS, SmartLabs agrees to provide a credit to Licensee equal to the difference in daily rate of the Current License Fee and the New License Fee for each day from June 16, 2025 to and including June 30, 2025, which is equal to $44,169.14 (“Credit”);
WHEREAS, SmartLabs and Licensee desire to amend the License Agreement in certain respects as set forth herein; and,
WHEREAS, all capitalized terms contained herein shall, unless otherwise defined in this Second Amendment, have the same meaning as set forth in the License Agreement.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree that the License Agreement is hereby amended as follows:
Agreement