exhibit 10. 4 confidential university of pennsylvania amended and restated license agreement this amended and restated license agreement ( “ agreement ” ), effective january 29, 2009 ( the “ restatement date ” ) is made by and between the trustees of the university of pennsylvania, a pennsylvania nonprofit corporation, with offices located at 3160 chestnut street, suite 200, philadelphia, pennsylvania 19104 - 6283 ( “ penn ” ) and targeted genetics corporation, a corporation organized and existing under the laws of washington ( “ targeted ” ), having a place of business at 1100 olive way, suite 100, seattle, washington 98101 and is an amendment to and restatement of the original license agreement between targeted and penn ( the “ original agreement ” ) which became effective on june 1, 2002 ( the “ effective date ” ). recitals whereas, genovo, inc., a corporation organized and existing under the laws of delaware ( “ genovo ” ), having a place of business at 512 elmwood avenue, sharon hill, pa 19079 and penn are parties to the following three agreements, each dated as of june 30, 1995, and each as amended through the effective date ( collectively sometimes called the “ existing agreements ” ) : that certain sponsored research agreement, pursuant to which genovo funded certain research at penn relating to new strategies for gene therapy ( “ sponsored research agreement ” ) ; that certain license agreement lung and liver fields pursuant to which penn has granted certain licenses and other rights to genovo relating to certain liver and lung fields ( “ liver / lung license ” ) ; and that certain license agreement additional fields pursuant to which penn has granted certain licenses and other rights to genovo relating to certain other fields ( “ additional fields license ” ) ; and whereas, the sponsored research agreement was terminated in accordance with that certain letter agreement between the parties dated february 27, 2001 ; and whereas, penn owns and is a proprietor of certain intellectual property, including items developed under the sponsored research agreement and items discovered or developed prior thereto and agreed to be subject to one or more of the existing agreements ; and whereas, genovo has become an affiliate of targeted in a transaction in which former shareholders of genovo have become shareholders of targeted ; and whereas, genovo and targeted intend to pursue further research directed toward the development and improvement of gene therapy products and potential commercialization thereof in one or more applications, and penn desires that they do so ; and whereas, penn has determined that the exploitation of