page | 1 intellectual property purchase agreement for the smarticles asset this intellectual property purchase agreement ( the “ agreement ” ) is entered as of september 8th, 2017 ( the “ effective date ” ) by and between marina biotech inc., 17870 castleton street, suite 250, city of industry, ca 91748, hereinafter “ marina ” and novosom verwaltungsgesellschaft mbh, weinbergweg 23, d - 06120 halle, germany, registered under hrb 14769 at the trade court of stendal ; hereinafter “ novosom ”, each referred to as a “ party ” and collectively as the “ parties ”. whereas, marina and novosom ( in form of its predecessor novosom ag ) have entered into an asset purchase agreement on july 27th 2010, wherein marina acquired an intellectual property estate. a current list of that intellectual property is attached in exhibit 0. 1 hereto and is the “ intellectual property ” of this agreement. whereas, marina has, in a period between july 27th, 2010 and the effective date or the instant agreement, licensed the smarticles technology, to licensees and having a scope as listed in exhibit 0. 2 hereto ( hereinafter the “ marina licenses ” ). whereas, marina has an ongoing payment obligation towards novosom resulting from said asset purchase agreement ( the “ marina obligation ” ). the marina obligation is payable in cash or stock at the sole discretion of marina at a rate of 30 % from any licensing income based on the smarticles technology or payable in full upon any sale of the smarticles technology. whereas, marina has changed its business focus away from delivery technologies and novosom is interested in acquiring the intellectual property. whereas, marina and novosom ( in form of its predecessor novosom ag ) have entered into an asset purchase agreement on july 27th 2010, wherein marina acquired an intellectual property estate. a current list of that intellectual property is attached in exhibit 0. 1 hereto and is the “ intellectual property ” of this agreement. whereas, marina and novosom ( in form of its predecessor novosom ag ) have entered into an asset purchase agreement on july 27th 2010, wherein marina acquired an intellectual property estate. a current list of that intellectual property is attached in exhibit 0. 1 hereto and is the “ intellectual property ” of this agreement. whereas, marina has, in a period between july 27th, 2010 and the effective date