ROYALTY AGREEMENT

BETWEEN

BIOVEST INTERNATIONAL, INC.

AND

ACCENTIA BIOPHARMACEUTICALS, INC.

This Royalty Agreement (this Agreement) effective as of October 31, 2006, by and between BIOVEST INTERNATIONAL, INC., a Delaware corporation (Biovest) and ACCENTIA BIOPHARMACEUTICALS, INC., a Florida corporation, (Accentia) (collectively the Parties).

WITNESSETH:

WHEREAS, Biovest and Accentia entered in to a Biologic Products Commercialization Agreement on August 17, 2004 (the Biologic Products Commercialization Agreement);

WHEREAS, Biovest and Accentia wish to terminate the Biologic Products Commercialization Agreement by entering into this Agreement which shall supersede and replace the Biologic Products Commercialization Agreement; and

NOW, THEREFORE, in consideration of the various promises and undertakings set forth herein, the Parties agree as follows:

ARTICLE 1 - DEFINITIONS

As used herein, the following capitalized terms shall have the following meanings:

1.1 Affiliate, with respect to any Party, shall mean any person or entity controlling, controlled by, or under common control with such Party. For these purposes, control shall refer to (i) the possession, directly or indirectly, of the power to direct the management or policies of a person or entity, whether through the ownership of voting securities, by contract or otherwise or (ii) the ownership, directly or indirectly, of at least 50% of the voting securities or other ownership interest of a person or entity.

1.2 Biovest Biologic Products shall mean all biopharmaceutical products including but not limited to monoclonal antibodies, peptides, infectious disease and cancer vaccines, autologous cancer vaccines such as for non-Hodgkins lymphoma and renal cell carcinoma, cell-based therapies, stem cells, cytokines, and viruses produced by mammalian cell culture techniques which are currently owned, licensed or being developed by Biovest or its subsidiaries or which may be subsequently acquired or developed by Biovest during the Term of this Agreement.

1.3 Effective Date shall mean the date first written above.

1.4 Joint Invention shall mean any invention for which it is determined, in accordance with applicable law, that both: (i) employees or agents of Accentia or any other persons obligated to assign

such Invention to Accentia, and (ii) employees or agents of Biovest or any other persons obligated to assign such invention to Biovest, are joint inventors of such invention.

1.5 License Revenue shall mean any and all revenue or other consideration received by Biovest from a Licensee for Biovest Biologic Products under this Agreement, including but not limited to, revenue or royalties from sales of Biovest Biologic Products, upfront revenue, milestone revenue, royalty income, and the market value at the time of transfer of all non-monetary consideration such as barter or counter-trade in the country of disposition.

1.6 Licensee shall mean any Third Party granted a license by Biovest to manufacture, sell, or commercialize Biovest Biologic Products pursuant to Section 3.2 hereof.

1.7 Net Sales shall mean the gross amount invoiced for Biovest Biologic Products sold in arms length sales or commercial transactions to a Third Party by Biovest, its Affiliates or any Third Party which acquired ownership of any Biovest Biologic Product from Biovest, less deductions for:

(a) commissions, trade, quantity and cash discounts or rebates actually allowed or given;

(b) credits, allowances or refunds given or made for rejected, outdated or returned Biovest Biologic Products, if applicable; and

(c) any prepaid or invoiced charges for import or export taxes, insurance or charges for returnable containers.

1.8 Party shall mean Accentia or Biovest and, when used in the plural, shall mean Accentia and Biovest.

1.9 Patent means (i) any unexpired patent (including inventors certificates) which has not been held invalid or unenforceable by a court of competent jurisdiction from which no appeal can be taken or has been taken within the required time period, including without limitation any substitution, extension, registration, confirmation, reissue, re-examination, renewal or any like filing thereof and (ii) pending applications for patent, including without limitation any continuation, division or continuation-in-part thereof and any provisional applications.

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